DARS_porocilo 2007 ANG.indd
DARS_porocilo 2007 ANG.indd
DARS_porocilo 2007 ANG.indd
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A N N U A L R E P O R T 2 0 0 7
1 LETNO PORO»ILO <strong>DARS</strong> d.d. <strong>2007</strong> UVOD
Contents<br />
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LETTER OF THE MANAGEMENT BOARD<br />
INTRODUCTION<br />
Financial Highlights<br />
Company Profile<br />
General Information<br />
Organisation<br />
Corporate Governance<br />
General Meeting<br />
Supervisory Board<br />
Management Board<br />
History<br />
BUSINESS REPORT<br />
Mission, Vision, Strategic Goals, and Quality Policy<br />
Our Mission<br />
Our Vision<br />
Strategic Goals<br />
Quality Policy<br />
Key Business Events in <strong>2007</strong><br />
Economic Environment<br />
Financial Operations and Financial Risk Management<br />
Analysis of Business Performance<br />
Toll Collection<br />
Completed Construction and Reconstruction Works on Motorway Sections<br />
Revenue of <strong>DARS</strong> d.d.<br />
Expenses of <strong>DARS</strong> d.d.<br />
Profit<br />
Business Activities of the Company<br />
Corporate Affairs Division<br />
Internal Audit Department<br />
Purchasing Department<br />
Communications Department<br />
Business Division<br />
Road Planning, Development and Management Department<br />
International Cooperation Department<br />
General Affairs Department<br />
Occupational Health and Safety Department<br />
Legal Affairs, Organisation and Human Resources Division<br />
Legal Affairs Department<br />
Organisation and Human Resources Department<br />
Finance and Marketing Division<br />
Finance, Accounting and Controlling Department<br />
Sales and Marketing Department<br />
Toll Collection Division<br />
Motorway Construction and Reconstruction Organisation Division<br />
Spatial Planning Department<br />
2 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
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Planning and Design Documents Department<br />
Construction Organisation and Supervision Department<br />
Reconstruction Organisation Department<br />
Public Procurements Department<br />
Motorway Maintenance Division<br />
Technology and Intelligent Transport Systems (ITS) Maintenance and Development Department<br />
Telecommunications Project and Telecommunications Department<br />
Traffic Surveillance and Management Department<br />
Information Technology Department (IT)<br />
Motorway Maintenance Department<br />
Environmental Management<br />
Environmental Protection<br />
Human Resources Management<br />
Staff Age and Education Structure<br />
Training<br />
Human Resources Management in <strong>2007</strong><br />
Outlook for the Future<br />
Implementation of the Motorway Construction Program<br />
Motorway Management and Maintenance<br />
Development of New Services<br />
FINANCIAL REPORT<br />
Notes to the Financial Statements<br />
Agreement on the Performance of Contracts<br />
Concession Agreement<br />
Accounting Policies<br />
Valutation Methods Applied to the Company-Owned Balance Sheet Items<br />
Intangible Assets<br />
Property, Plant and Equipment<br />
Depreciation / Amortisation<br />
Long-term Investments<br />
Deferred tax assets<br />
Inventories<br />
Short-term investments<br />
Short-term Operating Receivables<br />
Cash<br />
Equity<br />
Provisions and long-term accrued costs and deferred revenue<br />
Short-term Operating Liabilities<br />
Short-term Accrued and Deferred Items<br />
Mutual Relations Between the State and the Company<br />
Revenue<br />
Expenses<br />
Income Tax<br />
Cash Flow Statement<br />
Valutation Method Applied to the State-owned Balance Sheet Items under Management<br />
Property, Plant and Equipment under Management<br />
Short -term Investments in other Entities<br />
Short -term Operating Receivables<br />
Cash<br />
3 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
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Mutual Relations Between the State and the Company<br />
Provisions and Long-term Accrued Costs and Deferred Revenues<br />
Long-term Financial Liabilities to banks Arising from Borrowings to Acquire Property,<br />
Plant and Equipment under Management<br />
Long-term financial liabilities from bonds issued to finance the acquisition of property,<br />
plant and equipment under management<br />
Long-term Operating Liabilities Arising from State-owned assets under Management<br />
Long-term Operating Liabilities Arising from Municipality-owned Assets under Management<br />
Short-term Financial Liabilities to Banks<br />
Short-term Trade Payables<br />
Financial Statements of <strong>DARS</strong> d.d.<br />
Consolidated balance sheet as at 31 December <strong>2007</strong><br />
Income statement of <strong>DARS</strong> d.d. for the period from 1 January to 31 December <strong>2007</strong><br />
Consolidated cash flow statement for the period from 1 January to 31 December <strong>2007</strong><br />
Statement of changes in equity in the period from 1 January to 31 December <strong>2007</strong><br />
Statement of changes in equity in the period from 1 January to 31 December 2006<br />
Statement of accumulated profit and proposed appropriation<br />
Notes to the Financial Statemants<br />
Notes to the balance sheet of <strong>DARS</strong> d.d.<br />
Balance sheet of <strong>DARS</strong> d.d. as at 31 December <strong>2007</strong><br />
Intangible assets<br />
Property, plant and equipment<br />
Long-term investments<br />
Deferred tax assets<br />
Inventories<br />
Short-term investments in other entities<br />
Short-term operating receivables<br />
Cash<br />
Deferred costs and accrued revenue<br />
Receivables from the use of company-owned assets to finance state-owned assets under management<br />
Off balance sheet items<br />
Equity<br />
Provisions and long-term accrued costs and deferred revenue<br />
Short-term operating liabilities<br />
Short-term accrued costs and deferred revenue<br />
Notes to the balance sheet of state-owned assets and liabilities under management<br />
of the Company<br />
Balance sheet of state-owned assets and liabilities under management as at 31 December <strong>2007</strong><br />
Property, plant and equipment and intangible assets under management<br />
Short-term investments<br />
Short-term operating receivables<br />
Cash<br />
Off balance sheet items<br />
Long-term accrued costs and deferred revenue<br />
Long-term financial liabilities under bank borrowings for acquisition of property,<br />
plant and equipment under management<br />
Long-term liabilities from bonds<br />
Long-term operating liabilities for state-owned assets under management<br />
Long-term operating liabilities from municipality-owned assets under management<br />
Long-term operating liabilities from other assets under management<br />
4 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
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Short-term financial liabilities from borrowings for the acquisition of property,<br />
plant and equipment under management<br />
Short-term trade liabilities<br />
Liabilities from the use of company-owned assets to finance state-owned assets under management<br />
Additional disclosures in the income statement of <strong>DARS</strong> d.d.<br />
Net sales<br />
Other operating revenue<br />
Costs and operating expenses<br />
Costs of materials and services<br />
Labour costs<br />
Writedowns<br />
Other operating expenses<br />
Financial revenue<br />
Financial expenses<br />
Other revenue<br />
Other expenses<br />
Income tax<br />
Net profit for the period restated by use of the cost of living index<br />
Performance ratios<br />
Events after the Balance Sheet Date<br />
Audit of the <strong>2007</strong> Annual Report under the Contract<br />
Statement of Management Responsibility<br />
AUDITOR'S REPORT<br />
STATEMENT OF CORPORATE GOVERNANCE<br />
5 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
LETTER OF THE<br />
MANAGEMENT BOARD<br />
A Year of Growth<br />
The year <strong>2007</strong> was above all a turbulent year for <strong>DARS</strong> d.d., marked not only by the transition to a new organisational structure, but<br />
also by the changeover to a new currency and major changes in the management of the Company. <strong>DARS</strong> d.d. confronted these changes,<br />
numerous challenges and new tasks, concluding the financial year successfully in all areas of its operations.<br />
In the <strong>2007</strong> financial year, the Company recorded a 15-percent growth of revenue from toll collection, and successfully managed to<br />
reduce expenses while increasing the concession tax primarily intended for the repayment of liabilities arising from borrowings to<br />
finance motorway construction in accordance with the Concession Agreement (concluded with the Republic of Slovenia) by as much<br />
as 19 percent. Revenue growth was also registered in the majority of other business areas. The highest growth was generated in the<br />
segments of sales revenue, which the Company managed to increase by 586 percent in one year, revenue from easements, which<br />
increased by 142 percent, and other revenue. Further, the Company generated its first revenue from the lease of telecommunication<br />
lines, which it had begun to market in the previous year and represents one of the Company’s major development opportunities in<br />
future.<br />
Despite the fact that only 5.7 kilometres of roads under the National Motorway Construction Programme were put into service in the<br />
previous year, the scope of construction works under way in that year was the most extensive in the history of motorway construction<br />
in Slovenia, worth an awesome EUR 609.5 million. Construction works were in progress on altogether more than 160 kilometres<br />
of motorways, expressways, and other roads under the National Motorway Construction Programme, and exceeded the planned<br />
construction of new motorway sections by a full seven percent.<br />
One of the Company’s fundamental goals as the operator of the Slovene motorway network is to increase the level of traffic safety on<br />
Slovene motorways. A major project being implemented in this area by the Company, together with the Police and the Slovene Road<br />
Safety Council, is the installation of housings for stationary speed meters. Given that these meters have proven to be a positive step<br />
towards reducing the speed of driving and thus increasing traffic safety on Slovene motorways, the project was continued in <strong>2007</strong>.<br />
Adequate traffic safety, however, also requires adequately maintained infrastructure, and the Slovene motorway network is aging and<br />
deteriorating with each passing year. The Company has therefore established a Road Management Department and thus opted for an<br />
integral approach to the planning the rehabilitation of carriageways through the optimal use of funds. The above-mentioned, as well as<br />
our awareness of the significance of performing timely reconstruction works, were some of the reasons why <strong>2007</strong> was also a record<br />
year by the volume of reconstruction works. Thanks to excellent planning, these were successfully completed with the least possible<br />
impact on traffic fluency.<br />
6 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
With each passing day, the Slovene motorway network is acquiring its final appearance. As a result, the Company is facing new<br />
development challenges - the greatest since 1994, when it began to implement the National Motorway Construction Programme. We<br />
are convinced that we will rise to these challenges and know how to take advantage of and outline the new development dimensions of<br />
the Company, which in future will continue to be a successful and responsible commercial company.<br />
Tomislav Nemec, President of the Management Board<br />
Dr. Žan Jan Oplotnik, Deputy President of the Management Board<br />
Boštjan Rigler, Member of the Board<br />
Aleš Hojs, Member of the Board<br />
Alojz Ratajc, Member of the Board — Workers’ Director<br />
7 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
8 LETNO ANNUAL PORO»ILO REPORT <strong>DARS</strong> <strong>DARS</strong> d.d. d.d. <strong>2007</strong> <strong>2007</strong> UVOD INTRODUCTION
9 LETNO ANNUAL PORO»ILO REPORT <strong>DARS</strong> <strong>DARS</strong> d.d. d.d. <strong>2007</strong> <strong>2007</strong> UVOD INTRODUCTION<br />
INTRODUCTION
Financial Highlights<br />
<strong>2007</strong> 2006<br />
Share capital EUR 212,823 EUR 212,819<br />
Total equity as at 31 December EUR 49,023,704 EUR 40,295,545<br />
Total assets as at 31 December EUR 5,127,370,135 EUR 4,645,562,033<br />
Ownership Fully (100%) owned by the Fully (100%) owned by the<br />
Republic of Slovenia<br />
Republic of Slovenia<br />
Share ownership structure Fully (100%) owned by the Fully (100%) owned by the<br />
Republic of Slovenia<br />
Republic of Slovenia<br />
Net profit for the year EUR 10,504,137 EUR 4,158,963<br />
Completed motorway construction<br />
and reconstruction works*<br />
EUR 609,510,986 EUR 542,870,447<br />
Total length of motorways and other<br />
roads opened for traffic:<br />
- motorways (2 by 2 lanes) 0.0 km 7,8 km<br />
- enlargement into 2 by 2-lane motorway 2.4 km 0,0 km<br />
- expressways (2 by 2 lanes) 2.3 km 0,0 km<br />
- other roads 1.2 km 1,7 km<br />
- link roads 0.0 km 2,0 km<br />
Total length of motorways managed<br />
and maintained as at 31 December<br />
525,398 km 521,783 km<br />
Total length of roads managed<br />
and maintained as at 31 December:<br />
- motorways and expressways 438,245 km 436,992 km<br />
- junctions 13,351 km 13,351 km<br />
- connecting roads 9,297 km 8,550 km<br />
- link roads 128,592 km 127,019 km<br />
- tunnels 17,958 km 17,200 km<br />
Staff count as at 31 December 1,128 1,106<br />
* Note:<br />
Completed motorway construction and reconstruction works applies to completed works and liabilities from loans and bonds under the<br />
provisions of the »Agreement on the performance of tasks relating to motorway construction and reconstruction, financial engineering and<br />
related tasks under the National Motorway Construction Programme«.<br />
The values of completed construction and reconstruction works include VAT.<br />
10 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
Company Profile<br />
General Information<br />
Company name<br />
Abbreviated name<br />
Registered office<br />
Družba za avtoceste v Republiki Sloveniji d.d.<br />
(Motorway Company in the Republic of Slovenia)<br />
<strong>DARS</strong> d.d.<br />
Phone 03/426-40-71<br />
Fax 03/544-20-01<br />
Ljubljana branch office<br />
Ulica XIV. divizije 4, 3000 Celje<br />
Dunajska 7, 1000 Ljubljana<br />
Phone 01/300-99-00<br />
Fax 01/300-99-01<br />
E-mail<br />
Web address<br />
info@dars.si<br />
www.dars.si<br />
Incorporated District Court of Celje, entry no. 10615800<br />
Registration number 5814251<br />
VAT identification number<br />
SI92473717<br />
Share capital EUR 212,823.00<br />
Management Board<br />
M.Sc. Tomislav Nemec, President<br />
Ph.D. Žan Jan Oplotnik, Deputy President<br />
Boštjan Rigler, Member<br />
Aleš Hojs, Member<br />
M.Sc. Alojz Ratajc, Member — Workers’ Director<br />
11 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
Organisation<br />
The organisation of the Company is based on three basic activities (organisation of motorway construction<br />
and reconstruction, toll collection, and regular motorway maintenance) and several business functions<br />
(financial engineering, marketing of services, information on road conditions, traffic surveillance and<br />
management on motorways, etc.).<br />
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12 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
Corporate Governance<br />
The managing bodies of the Company are: the General Meeting, the Supervisory Board and the<br />
Management Board.<br />
General Meeting<br />
The Government of the Republic of Slovenia acts as the General Meeting of <strong>DARS</strong> d.d..<br />
Supervisory Board<br />
In line with the Motorway Company in the Republic of Slovenia Act (Z<strong>DARS</strong> — UPB1; Official Gazette of<br />
the Republic of Slovenia, no. 20, of 4 March 2004), the Supervisory Board is comprised of six members<br />
appointed by the General Meeting of the Company. Two members are proposed by the Ministry of Finance,<br />
two members are proposed by the Ministry of Transport, and two members are proposed from among<br />
employees in line with the Worker Participation in Management Act.<br />
On 28 December 2006 the Articles of Association of the Company were amended, whereby the number<br />
of members of the Supervisory Board was enlarged from six to nine members.<br />
At the end of <strong>2007</strong>, the Supervisory Board of the Company was comprised of the following members:<br />
• Franc Slak, President<br />
• Ph.D. Tomaž Vidic, Deputy President<br />
• Robert Sever, Member<br />
• Simon Ošo, Member<br />
• Franc Capuder, Member<br />
• Vito Meško, Member<br />
• Dimitrij Likar, Member<br />
• Darko KodriË, Member<br />
• Zvonko IvanušiË, Member.<br />
After the amendment of the Company’s Articles of Association, the Workers’ Council elected at its meeting<br />
held on 6 February <strong>2007</strong> Dimitrij Likar as the representative of employees in the Supervisory Board of<br />
the Company.<br />
On 30 August <strong>2007</strong> the Government of the Republic of Slovenia recalled Dr. Peter VerliË after receiving<br />
his letter of resignation, and in his place appointed Robert Sever.<br />
On 16 October <strong>2007</strong> the Government of the Republic of Slovenia appointed Dr. Tomaž Vidic and Simon Oš<br />
as members of the Supervisory Board.<br />
On 22 November <strong>2007</strong> the Workers’ Council elected Darko KodriË as its new member in the Supervisory<br />
Board replacing Alojz Ratajc, who was relieved of his post in the Supervisory Board after being appointed<br />
to the Management Board (Workers’ Director) pursuant to a decision of the Government of the Republic<br />
of Slovenia adopted on 22 November <strong>2007</strong>.<br />
After receiving Helena Kamnar’s letter of resignation from the post of member of the Supervisory Board,<br />
the Government of the Republic of Slovenia adopted a resolution on her resignation on 12 December<br />
<strong>2007</strong>. Franc Capuder was appointed to the vacated post.<br />
13 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
Management Board<br />
As laid down in the Company’s Articles of Association adopted on 28 December 2006, the Management<br />
Board of <strong>DARS</strong> d.d. is comprised of up to 5 members, one of whom is the Workers’ Director. In accordance<br />
with the Motorway Company in the Republic of Slovenia Act (Z<strong>DARS</strong>) and the Company’s Articles of<br />
Association, the members of the Management Board of <strong>DARS</strong> d.d. are appointed by the Government of<br />
the Republic of Slovenia on the proposal of the Supervisory Board.<br />
At the end of <strong>2007</strong>, the Management Board of the Company was comprised of the following members:<br />
M.Sc. Tomislav Nemec, President<br />
Ph.D. Žan Jan Oplotnik, Deputy President<br />
Boštjan Rigler, Member<br />
Aleš Hojs, Member<br />
M.Sc. Alojz Ratajc, Member (Workers’ Director)<br />
Until 25 October <strong>2007</strong> the Company had a three-member Management Board comprised of:<br />
Rajko SiroËiË - President<br />
Abdon Peklaj, Member<br />
Aleš Hojs, Member<br />
On 25 October <strong>2007</strong> the Government of the Republic of Slovenia recalled Rajko SiroËiË, President of the<br />
Management Board, and Abdon Peklaj, Member of the Board. In their place, M.Sc. Tomislav Nemec was<br />
appointed President of the Board, Ph.D. Žan Jan Oplotnik was appointed Deputy President of the Board,<br />
and Boštjan Rigler was appointed Member of the Board. On 22 November <strong>2007</strong> the Government of the<br />
Republic of Slovenia appointed M.Sc. Alojz Ratajc as Member of the Board (Workers’ Director). Aleš Hojs<br />
retained his position as Member of the Board.<br />
14 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
History<br />
The Motorway Company in the Republic of Slovenia Act was adopted in October 1993. On the basis of<br />
this Act, the company »Družba za avtoceste v Republiki Sloveniji« (Motorway Company in the Republic of<br />
Slovenia) was established in November 1993 and entered in the court register on 7 December 1993.<br />
Until the end of 2003, <strong>DARS</strong> d.d. was a public company organised as a limited liability company. Its sole<br />
founder was the Republic of Slovenia, represented by the Government of the Republic of Slovenia. <strong>DARS</strong><br />
d.d. provided financial engineering services, prepared, organized and conducted the construction and<br />
maintenance of the motorway network, and operated motorways in the Republic of Slovenia in compliance<br />
with the decisions of the National Assembly of the Republic of Slovenia.<br />
In December 2003, the Government passed the Act Amending the Motorway Company in the Republic of<br />
Slovenia Act, which regulates issues relating to the establishment, transformation and operations of the<br />
Motorway Company in the Republic of Slovenia. The new company, <strong>DARS</strong> d.d., thus has the position of a<br />
limited liability company operating as a commercial company under the Companies Act. The Company’s<br />
sole founder and shareholder is the Republic of Slovenia, represented by the Government of the Republic<br />
of Slovenia.<br />
On 1st January 2004, the Motorway Company in the Republic of Slovenia was transformed from a<br />
public company organised as a limited liability company into a regular commercial company which, on<br />
the basis of a contractual relation with the State, organises and manages motorway construction and<br />
provides financial engineering services on the one side, and, as a concessionaire, successfully operates<br />
and maintains the motorway network and develops and markets new services on the other side. Following<br />
the implementation of the above-mentioned Act, <strong>DARS</strong> d.d. absorbed the public company »Podjetje za<br />
vzdrževanje avtocest, d.o.o.« (Company for Motorway Management and Maintenance) on 1 January<br />
2004.<br />
In 2006, a uniform Act on the organisation and classification of job positions was adopted and implemented,<br />
thus completing the reorganisation of the Company after its transformation and the absorption of the<br />
Company for Motorway Management and Maintenance in 2004. In August 2006, the first corporate<br />
collective agreement of <strong>DARS</strong> d.d. was reconciled and signed.<br />
15 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION
16 LETNO ANNUAL PORO»ILO REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION<br />
UVOD
17 LETNO ANNUAL PORO»ILO REPORT <strong>DARS</strong> d.d. <strong>2007</strong> INTRODUCTION<br />
UVOD<br />
BUSINESS<br />
REPORT
Mission, Vision, Strategic Goals, and Quality Policy<br />
Our Mission<br />
The mission of the Company is to organise and manage the construction and reconstruction of motorways,<br />
conduct financial engineering activities, as well as to maintain and operate motorways in a manner<br />
ensuring the safe, efficient and successful functioning of the motorway system. The Company invests<br />
in the construction of new motorways in a manner ensuring that these are multiplicatively reflected to a<br />
maximum degree in the immediate and broader environment. The Company’s development stems directly<br />
from its mission, which is: to create links and possibilities for the most rapid and safe establishment of<br />
traffic and economic flows.<br />
The safe and efficient cross-border mobility of persons and goods should be provided in a manner that<br />
respects the environment and the quality of life of the local population, and serves the public interest by<br />
contributing to the development of the Slovene economy.<br />
Our Vision<br />
<strong>DARS</strong> d.d. must become a technologically developed, cost-effective and internationally competitive<br />
company. The Company will strengthen its leading position in the development and operation of<br />
motorways in the domestic market and, by offering integral and high-quality services, solidify its position<br />
as a successful corporation in foreign markets as well.<br />
Our vision is to strengthen the Company’s central, leading role in the organisation and management<br />
of motorway construction, as well as in the operation and maintenance of the motorway network, and<br />
thereby strengthen its reputation as a stable, reliable, effective and trustworthy motorway operator<br />
providing high-quality services to users, ensuring profit to its shareholders on a long-term basis, and<br />
stimulating career advancement and personal development among its employees.<br />
The creation of modern and high-quality links, optimal preservation of an appropriate motorway standard<br />
ensuring adequate traffic safety and extending the service life of motorways, as well as the development<br />
of integral services, will be reflected in the satisfaction of users of motorways and other services provided<br />
by the Company.<br />
The owner’s satisfaction will be attained through the stable and long-term growth of the Company, and<br />
by providing an optimal share of concession funds for the settlement of liabilities arising from borrowings<br />
raised by the Company on behalf and for the account of the State, and guaranteed by the State, for the<br />
purpose of constructing new motorways. In organising and managing the construction of new motorways<br />
and operating and maintaining existing motorways, the Company shall focus primarily on quality, prices of<br />
execution and services, and on deadlines. Together with the providers of expert services (»engineers«),<br />
the Company shall devote special attention to continuously improving design, technical and tender<br />
documents, as well as enhancing the implementation of traffic, technical and other solutions aimed at<br />
preserving or improving quality for an equal price.<br />
The Company will ensure the satisfaction of employees by providing adequate conditions for their<br />
personal development and advancement, motivation, security of employment in attaining the set goals,<br />
and pleasant working conditions. The adequate international organisation and motivation of employees<br />
will serve as tools for attaining the desired quality level of services, productivity, cost-effectiveness, and<br />
the stability and long-term growth of the Company.<br />
18 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Strategic Goals<br />
The strategic goals of the Motorway Company in the Republic of Slovenia are:<br />
• to preserve and develop the leading position in the management and maintenance of motorways in<br />
Slovenia;<br />
• to become a reference company in state ownership specialising in the organisation of motorway<br />
construction and other infrastructure projects;<br />
• to ensure, by rational and economically justified development of the toll collection system, the maximum<br />
share of concession funds required for the repayment of loans raised for motorway construction;<br />
• to strengthen the financial engineering of debt management;<br />
• to sustainably develop and improve standards and procedures for the operation and maintenance of<br />
motorways;<br />
• to place the users of motorways and their desires and needs, as well as environmental concerns, at the<br />
centre of its business operations,<br />
• to reorganise and optimise the staff structure in order to facilitate the performance of existing activities<br />
and business functions, as well as the development of new services.<br />
It shall further be necessary to provide effective solutions for the implementation of the National<br />
Motorway Construction Programme, namely:<br />
• a concept of development and marketing of integral services for users,<br />
• identification and implementation of capital and other forms of business links,<br />
• staff development and motivation.<br />
Quality Policy<br />
Through the professional and responsible performance of tasks, the Management and staff of the<br />
Company are fulfilling the requirements and expectations of the Company’s owners and the users of our<br />
services.<br />
Our aim is to offer high-quality and integral services to all our customers. This is being achieved in the<br />
following ways:<br />
• making responsible decisions,<br />
• establishing appropriate conditions and relations within and outside the Company,<br />
• carefully selecting qualified partners,<br />
• consistently complying with legislation and development policies,<br />
• supporting the development of the profession and acquiring new knowledge, and<br />
• committing ourselves to environmental protection and friendly mutual relations.<br />
19 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Key Business Events in <strong>2007</strong><br />
• In <strong>2007</strong> the following motorway sections and other roads were brought into service:<br />
— the Hajdina — Ptuj two-lane road in a length of 2.3 km, including a bridge across the Drava River, in a<br />
length of 0.4 km,<br />
— the first half of the PeraËica — Podtabor dual carriage motorway in a length of 2.4 km,<br />
— Lendava bypass road in a length of 1.2 km.<br />
• January<br />
The Corporate Collective Agreement of <strong>DARS</strong> d.d. became effective as of 1 January <strong>2007</strong>.<br />
• March<br />
On 15 March <strong>2007</strong> the Government of RS adopted the <strong>2007</strong> Annual Motorway Development and<br />
Reconstruction Plan.<br />
• April<br />
On 12 April <strong>2007</strong> the Supervisory Board of <strong>DARS</strong> d.d. approved the <strong>2007</strong> Business Plan of <strong>DARS</strong> d.d..<br />
• May<br />
On 7 May <strong>2007</strong> the National Assembly of the Republic of Slovenia approved the <strong>2007</strong> Annual Motorway<br />
Development and Reconstruction Plan adopted by the Government of RS on 15 March <strong>2007</strong>,<br />
• Junij<br />
At its session held on 29 June <strong>2007</strong>, the Government of the Republic of Slovenia took note of the<br />
Report on the verification of actual justified costs of performing contracts under the Agreement on<br />
the Performance of Contracts, and the actual justified costs of calculating concession tax under the<br />
agreements concluded between the Republic of Slovenia and <strong>DARS</strong> d.d.. At the same session, the<br />
Government of the Republic of Slovenia adopted the measures proposed by the Expert Group appointed<br />
by decision of the Government of the Republic of Slovenia, no. 01400-1/2006/12 of 22 March 2006, and<br />
instructed the Expert Group to continue its work and to prepare draft amendments to the concession<br />
and agency agreements.<br />
• July<br />
On 24 July <strong>2007</strong> the Company concluded a loan agreement with Nova Ljubljanska banka in the amount<br />
of EUR 245 million to finance the construction of motorway sections under the National Motorway<br />
Construction Programme.<br />
20 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Economic Environment<br />
Owing to favourable international economic trends in <strong>2007</strong>, the country’s high economic growth increased<br />
to 6.1%, representing the highest growth recorded after its attainment of independence. The key factors<br />
influencing growth were the export of goods and services (13 percent growth in real terms) and intensive<br />
domestic investment activities (17.2 percent growth, in real terms, of investments in property, plant and<br />
equipment). Investment activities in <strong>2007</strong> were the most intensive in recent years, and were stimulated by<br />
the construction of infrastructure. Other construction investments also intensified. Favourable business<br />
expectations continued to stimulate the growth of investments in equipment and machinery, as well as the<br />
expansion of production facilities. Among individual activities, processing and the construction industry<br />
contributed the largest shares to economic growth. The growth of state and private consumption stabilised<br />
in comparison with 2006. Intensive economic activity also had a positive effect on the labour market,<br />
where the employment rate increased by 2.7%. The highest increase in employment was recorded in the<br />
construction industry. Salaries increased at a stable rate, but fell behind the growth of work productivity,<br />
attaining a 5.9 % nominal growth and a 2.2 % growth in real terms.<br />
The inflation pressures that began to be felt in Slovenia in the past year were additionally stimulated by<br />
movements in the prices of oil, basic raw materials and food on world markets. The average inflation at<br />
year end was 3.6 %, while year-on-year inflation was 5.6 %. Despite the positive effects of high economic<br />
growth on the economy and due to substantial investments in machines and equipment, as well as<br />
increased imports of intermediate goods aimed at accelerating the growth of production in processing<br />
activities, the import of goods surpassed exports, which indirectly increased the balance of payments<br />
deficit to 4.8% of GDP for <strong>2007</strong>.<br />
Financial Operations and Financial Risk Management<br />
In its operations, the Company pursued the goal of minimising operating and financial risks. On the<br />
expense side, operating risks were hedged by security instruments requested from suppliers (primarily<br />
first-class guarantees and contractual penalties imposed in cases of delayed completion of works), and<br />
on the revenue side by closely following traffic flow forecasts and toll collections, as the demand for<br />
motorway utilisation services has a low elasticity and the responses of users are foreseeable along with<br />
the still acceptable risk of incorrect estimates.<br />
The Company carried out its financial operations in cooperation with several international and foreign<br />
commercial banks, and with practically all Slovene banks. Such diversification of operations effectively<br />
reduces the risk of overdependence on individual institutions and increases operating competitiveness.<br />
The Company reduced its financial risks by means of several instruments, including both natural protection<br />
and the use of derivative financial instruments. In <strong>2007</strong> the Company concluded three deals aimed at<br />
securing interest rate risks. Currency risks were secured primarily through natural protection, i.e. cash<br />
flow management. Such protection is possible because the Company operates in only a limited number of<br />
currencies and carries out the majority of its transactions in the EUR currency.<br />
Liquidity risks were reduced by effective liquidity management and the formation of a highly liquid<br />
investment portfolio.<br />
As part of its agency activities under the Agreement on the Performance of Contracts, the Company<br />
signed a loan agreement for new borrowings with Nova Ljubljanska banka, d.d..<br />
In line with the Motorway Company in the Republic of Slovenia Act, the Company’s investment policy in<br />
<strong>2007</strong> was focused on debt instruments issued by the State and commercial banks. Within the scope of<br />
liquidity management, the Company optimised cash flows through the so-called construction account and<br />
the account of <strong>DARS</strong> d.d..<br />
21 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Analysis of Business Performance<br />
Toll Collection<br />
In <strong>2007</strong> tolls were collected at twenty-seven tollbooth locations in both open and closed toll collection<br />
systems.<br />
Number of vehicle crossings at toll stations per toll class in <strong>2007</strong><br />
Toll class<br />
Vehicle crossings Vehicle crossings Index Share (%)<br />
in <strong>2007</strong> in 2006 <strong>2007</strong>/2006 in <strong>2007</strong><br />
R1 30,558,627 30,449,357 100 39<br />
R2 4,889,313 4,249,443 115 6<br />
R3 3,097,817 2,691,309 115 4<br />
R4 9,767,780 7,999,934 122 12<br />
R5 568,458 682,130 83 1<br />
ETC 29,745,906 25,811,156 115 38<br />
TOTAL 78,627,901 71,883,329 109 100<br />
Comparison of vehicle crossings at toll stations per toll class in 2006 and <strong>2007</strong><br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
22 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Tolls collected per toll class in <strong>2007</strong><br />
In <strong>2007</strong> the number of vehicle crossings at toll stations totalled 78.6 million, which is 9 % more than in<br />
2006.<br />
Toll class<br />
Tolls collected Tolls collected Index Share (%)<br />
in <strong>2007</strong> (EUR) in 2006 (EUR) <strong>2007</strong>/2006 (<strong>2007</strong>)<br />
R1 48,784,120 48,114,327 101 27<br />
R2 11,108,265 9,695,580 115 6<br />
R3 12,521,878 10,768,535 116 7<br />
R4 65,371,388 52,538,425 124 36<br />
ETC 41,863,441 35,862,201 117 23<br />
TOTAL 179,649,093 156,979,069 114 100<br />
Note:<br />
Data on tolls collected are exclusive of VAT.<br />
The data on tolls collected at toll stations per toll class differ from the revenue from tolls collected for the following reasons:<br />
• discounts specified in the pricelist (for loading credit on electronic mediums (tags), post-paid tolls, etc.), as a result of which the<br />
revenue is smaller than actually loaded/utilised (estimated acc. to passages through toll stations), and<br />
• the report on tolls collected is prepared by shift (the third night shift bears the date when the shift began), while revenue is recorded<br />
on the basis of actually issued invoices or utilised credit on electronic mediums.<br />
23 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Completed Construction and Reconstruction Works on Motorway Sections<br />
In <strong>2007</strong> the value of completed construction and reconstruction works on motorway sections (excluding<br />
agent compensation and liabilities from borrowings and bonds) amounted to EUR 609,510,986, which is<br />
2 percent above the plan.<br />
New motorway sections constructed in <strong>2007</strong> reached a total value of EUR 534,183,393, which is 7 percent<br />
above the plan.<br />
Scheduled and completed construction and reconstruction works on motorway sections in <strong>2007</strong><br />
(Amounts include financing costs for individual sections)<br />
Scheduled <strong>2007</strong> Completed <strong>2007</strong> Index<br />
Motorway section (EUR) (EUR) Completed <strong>2007</strong><br />
/ Scheduled <strong>2007</strong><br />
MARIBOR - LENART 35,433,064 35,796,384 101<br />
LENART - COGETINCI: Lenart - Spodnja Senarska 25,461,292 27,035,901 106<br />
HAJDINA - ORMOŽ: Hajdina - Ptuj 2,029,943 6,612,691 326<br />
BELTINCI - PINCE: BELTINCI — LENDAVA, Phase I 31,835,989 49,096,237 154<br />
LENART - BELTINCI: Cogetinci - VuËja vas 19,354,298 24,178,357 125<br />
Motorway PESNICA - SLIVNICA: Zrkovska cesta - Ptujska cesta 16,679,999 10,144,048 61<br />
PESNICA - SLIVNICA: Zrkovska — Pesnica link road 33,790,002 37,530,375 111<br />
BELTINCI - PINCE: LENDAVA — PINCE, Phase I 33,703,518 72,397,497 215<br />
Motorway PESNICA - SLIVNICA: Nova Zrkovska c., km 0.87 - km 3.8 1,220,001 4,059,334 333<br />
LENART - COGETINCI: SPODNJA SENARSKA — COGETINCI 39,827,205 42,139,313 106<br />
Motorway SLIVNICA — DRAŽENCI 26,444,109 25,473,939 96<br />
Draženci - Gruškovje, subsection of intern. border crossing<br />
Gruškovje — state border — additional program<br />
4,882,741 2,505,546 51<br />
PROJECT 1 — TOTAL 270,662,161 336,969,621 124<br />
RAZDRTO — VIPAVA: Rebernice 38,632,259 40,310,022 104<br />
Motorway KLANEC - ANKARAN: Connection to Port of Koper, Phase I 12,547,960 9,823,560 78<br />
Motorway KLANEC - ANKARAN: Petrol pump platform Bertoki 209,998 526 0<br />
Motorway KOPER — IZOLA 17,015,882 5,785,700 34<br />
PROJECT 4 — TOTAL 68,406,099 55,919,808 82<br />
ŠENTVID — KOSEZE 58,124,124 41,140,421 71<br />
BI» - HRASTJE: PONIKVE - HRASTJE 9,569,550 4,655,389 49<br />
ŠMARJE SAP - VIŠNJA GORA: Petrol pump platform Cikava 1,609,998 59,331 4<br />
PERAËICA - PODTABOR 11,161,683 11,442,034 103<br />
Motorway VRBA - PERAËICA 38,238,240 45,718,599 120<br />
Motorway HRASTJE - KRONOVO: Lešnica - Kronovo 27,639,455 31,067,551 112<br />
BI» - HRASTJE: PLUSKA - PONIKVE 13,452,799 7,210,640 54<br />
PROJECT 6 — TOTAL 159,795,849 141,293,964 88<br />
24 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
TOTAL NEW MOTORWAYS 498,864,109 534,183,393 107<br />
TOTAL FINISHING WORKS ON MOTORWAYS CONSTRUCTED<br />
AFTER 1994<br />
TOTAL FINISHING WORKS ON MOTORWAYS CONSTRUCTED<br />
BEFORE 1994<br />
18,230,604 17,718,296 97<br />
9,180 262,082 2855<br />
ELABORATION OF DESIGN AND OTHER DOCUMENTS FOR MOTORWAY<br />
SECTIONS AFTER <strong>2007</strong><br />
ACQUISITIONS OF LAND AND OTHER REAL PROPERTY FOR MOTORWAY<br />
SECTIONS AFTER <strong>2007</strong><br />
5,769,066 2,801,524 49<br />
3,338,341 958,236 29<br />
DRAGONJA International border crossing 1,251,878 1,194,133 95<br />
ŠMARJE - DRAGONJA: Dragonja bypass road 834,585 0 0<br />
IG TRAINING CENTER 125,188 0 0<br />
Traffic Surveillance and Management Centre and<br />
Toll Collection Centre (Dragomelj)<br />
1,669,170 307,968 18<br />
TRAFFIC SURVEILLANCE AND MANAGEMENT SYSTEM (ITS) 6,948,385 6,336,192 91<br />
VPD COORDINATION COSTS 292,105 210,685 72<br />
QUALITY CONTROL 271,240 240,260 89<br />
AUDITS (ZGO-1) 629,999 938,355 149<br />
ENLARGEMENT OF EXISTING TOLL COLLECTION BOOTHS 0 99,177 -<br />
ELECTRONIC TOLL COLLECTION SYSTEM 7,368,386 403,344 5<br />
Abolition of international border crossings in the area of<br />
motorways and expressways<br />
0 281,472 -<br />
CONSTRUCTION OF CONNECTING ROADS 5,959,911 3,210,344 54<br />
MOTORWAY RESURFACING AND REPLACEMENT OF FIXTURES 45,370,001 40,365,525 89<br />
TOTAL (not including prepayments of agent compensation) 596,932,148 609,510,986 102<br />
AGENTS COMPENSATION 31,070,065 30,049,597 97<br />
TOTAL (not including liabilities from loans and bonds) 628,002,213 639,560,583 102<br />
LIABILTIIES FROM LOANS AND BONDS 106,175,543 112,309,444 106<br />
GRAND TOTAL 734,177,756 751,870,027 102<br />
Note:<br />
Amounts include VAT.<br />
Completed motorway construction and reconstruction works refers to completed works and liabilities from borrowings and bonds in<br />
accordance with the provisions of the Agreement on the Performance of Contracts relating to the construction and reconstruction of<br />
motorways, financial engineering, and other related tasks under the National Motorway Construction Programme.<br />
The agent compensation is lower than planned because this item also includes the final settlement of compensation for 2006 (credit<br />
note) on the basis of actual values specified in the Report on the development and rehabilitation of motorways in 2006.<br />
25 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Revenue of <strong>DARS</strong> d.d.<br />
<strong>2007</strong> Revenue<br />
Type of revenue<br />
<strong>2007</strong> (EUR) 2006 (EUR) Index Share (%)<br />
<strong>2007</strong>/2006 in <strong>2007</strong><br />
Revenue under the Agreement on the Performance<br />
of Contracts in line with the National Motorway 26,398,091 17,882,299 148 12<br />
Construction Programme<br />
Tolls collected, rentals, motorway closures,<br />
extraordinary freight transports and other revenue<br />
184,726,120 160,453,139 115 87<br />
Tolls collected 174,719,492 151,951,470 115 82<br />
Rentals 4,380,392 3,988,316 110 2<br />
Motorway closures and<br />
extraordinary freight transports 1,406,321 1,229,410 114 1<br />
Easements 162,073 67,069 242 0<br />
Lease of optical fibre/telecommunications lines 427,929 0 — 0<br />
Other sales revenue 1,385,599 202,069 686 1<br />
Other operating revenue(insurance benefits,...) 2,244,314 3,014,804 74 1<br />
Financial revenue 1,381,930 2,077,371 67 1<br />
Other revenue 85,167 24,912 342 0<br />
TOTAL 212,591,308 180,437,720 118 100<br />
In the <strong>2007</strong> financial year, the revenue of the Company amounted to EUR 212,591,308, which is 18<br />
percent above the 2006 figure and 8 percent more than foreseen in the <strong>2007</strong> Business Plan of <strong>DARS</strong> d.d.<br />
(hereinafter: <strong>2007</strong> BP).<br />
• Revenue under the Agreement on the Performance of Contracts totalled EUR 26,398,091 and increased<br />
by 48% in comparison with 2006. A comparison with the previous year is not appropriate due to the<br />
final settlement of VAT payments in the period from 2004-2006.<br />
• The growth of revenue was largely the result of increased tolls collected, which amounted to EUR<br />
174,719,492 and were 15 percent above the 2006 figure. They accounted for 82 percent of the<br />
Company’s total revenue.<br />
• Rental revenue amounted to EUR 4,380,392 and was mostly generated from the lease of areas adjacent<br />
to motorways to be used for the performance of catering activities and the erection of base stations<br />
and mobile telephone repeaters. Rental revenue accounted for 2 percent of the total revenue, and<br />
increased by 10 percent in comparison with 2006.<br />
• Revenue from motorway closures and extraordinary freight transports amounted to EUR 1,406,321<br />
in <strong>2007</strong>, which is 14 percent above the 2006 figure. Motorway closures included closures of individual<br />
motorway sections due to reconstruction works or the elimination of defects within the warranty period.<br />
Revenue from extraordinary freight transports comprised revenue from extraordinary transports on<br />
motorways.<br />
26 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
• Easement accounted for revenue in the amount of EUR 162,073, which exceeded the 2006 figure by 142<br />
percent. Revenue under this item is generated from the granting of easements allowing interventions in<br />
motorway areas.<br />
• Revenue from the lease of optical fibre / telecommunications lines was generated in the amount of EUR<br />
427,929. This revenue was nonexistent in 2006.<br />
• Other sales revenue in the amount of EUR 1,385,599 comprised revenue from the sale of electronic<br />
tags, other services in the domestic market, sale of waste materials, holiday facilities, snow-ploughing<br />
and accident rescue activities, advertising, issued approvals, etc.. This revenue was almost 7 times<br />
higher than in 2006.<br />
• Other operating revenue in the amount of EUR 2,244,314 mainly comprised revenue from received<br />
insurance payments for the elimination of damage on motorway sections and facilities. This was followed<br />
by revenue from the reversal of provisions, operating revenue from revaluation, etc.. Other operating<br />
revenue was 26 percent below the 2006 figure, and accounted for 1 percent of the Company’s total<br />
revenue.<br />
• Financial revenue amounted to EUR 1,381,930, and decreased by 33 percent over 2006:<br />
• EUR 1,367,283 or 99 percent of financial revenue represented financial revenue from loans given to<br />
others, generated by depositing short-term surpluses of liquid funds with banks.<br />
• EUR 14,647 of the financial revenue represented financial revenue from operating receivables due<br />
from others.<br />
• Other revenue amounted to EUR 85,167 in <strong>2007</strong> and mainly comprised compensation for damages<br />
under litigation and contractual penalties.<br />
Expenses of <strong>DARS</strong> d.d.<br />
<strong>2007</strong> Expenses of <strong>DARS</strong> d.d.<br />
Type of expense<br />
<strong>2007</strong> (EUR) 2006 (EUR) Index Share (%)<br />
<strong>2007</strong>/2006 In <strong>2007</strong><br />
Labour costs 27,557,899 26,178,259 105 14<br />
Costs of materials 9,487,267 7,494,520 127 5<br />
Costs of services 29,264,001 26,113,222 112 15<br />
Concession tax 122,637,200 103,105,148 119 61<br />
Writedowns 8,074,260 9,314,981 87 4<br />
Other operating expenses 1,834,670 2,015,955 91 1<br />
Financial expenses 11,701 90,066 13 0<br />
Other expenses 17,471 4,510 387 0<br />
TOTAL 198,884,469 174,316,659 114 100<br />
27 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Shares of individual types of expenses in the total expenses of <strong>DARS</strong> d.d. in <strong>2007</strong><br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
<br />
The total expenses of the Company in <strong>2007</strong> amounted to EUR 198,884,469 and increased by 14 percent<br />
in comparison with 2006.<br />
• Labour costs amounted to EUR 27,557,899. In comparison with 2006, these costs increased by 5%,<br />
primarily on account of severance pays and the costs of supplementary pension insurance of employees.<br />
Labour costs accounted for 14 percent of the Company’s total expenses.<br />
• Costs of materials amounted to EUR 9,487,267 and accounted for a 5-percent share in the total expenses<br />
of the Company. In comparison with 2006, costs of materials increased by 27 percent, primarily due to<br />
higher costs of electronic tags. These amounted to EUR 3,132,994 in <strong>2007</strong>, which is 93 percent above<br />
the 2006 figure.<br />
• Costs of services excluding concession tax in the amount of EUR 29,264,001 increased by 12 percent in<br />
comparison with 2006. These costs accounted for a 15-percent share in the total expenses. The highest<br />
increase was registered in engineering costs, which increased by EUR 1,929,560 or 13 percent as a<br />
result of the 12-percent increase in completed construction and reconstruction works on motorway<br />
sections (excluding agent compensation and liabilities from borrowings and bonds, and including<br />
financing costs) in comparison with 2006.<br />
• In line with the provisions of the Concession Agreement, the Company paid a total of EUR 122,637,200<br />
in concession taxes to the State on the basis of a granted concession for the exclusive right to manage<br />
and maintain motorways in the Republic of Slovenia. Concession taxes represented 61% of the total<br />
expenses, and exceeded the 2006 figure by 19 percent. This was primarily due to the fact that the<br />
growth of tolls collected was higher than planned, and due to the inclusion of additional revenue in the<br />
calculation of concession tax.<br />
28 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
• Writedowns amounted to EUR 8,074,260 and were comprised of:<br />
• amortisation/depreciation in the amount of EUR 8,002,348,<br />
• operating expenses from the revaluation of intangible assets and property, plant and equipment in<br />
the amount of EUR 12,752, and<br />
• operating expenses from the revaluation of operating current assets in the amount of EUR 59,160.<br />
In comparison with 2006, writedowns decreased by 13 percent.<br />
• Other operating expenses amounted to EUR 1,834,670, of which:<br />
• EUR 273,698 represented costs not directly associated with operations (membership fees to<br />
chambers, contributions for the employment of disabled persons, charges for building site usage,<br />
costs related to holiday facilities, and similar) and<br />
• EUR 1,560,972 represented costs of long-term provisions, comprising:<br />
◾ EUR 90,906 for long-term accrued costs of indemnity claims in lawsuits relating to the management<br />
and maintenance of motorways and for employee actions arising from employment in the amount<br />
of EUR 57,581,<br />
◾ EUR 185,250 for long-term accrued costs arising from employment relations resulting from the<br />
transfer to the free-flow toll collection system,<br />
◾ EUR 108,496 for the foreseen purchase of years of service and for severance pays to redundant<br />
employees as a result of the transfer to the free-flow toll collection system,<br />
◾ EUR 968,709 for the formation of long-term accrued costs and deferred revenue for the settlement<br />
of contingent liabilities arising from sold electronic tags, i.e. for purchase price refunds upon the<br />
possible return of electronic tags (buyers of electronic tags have the possibility of returning their<br />
electronic tags within seven years),<br />
◾ EUR 117,534 for the formation of provisions for termination benefits upon retirement and jubilees<br />
benefits,<br />
o EUR 32,497 for the formation of provisions for payments upon retirement to employees who,<br />
based on an agreement between the trade union and the Company, are not included in the pension<br />
scheme of collective voluntary supplementary pension insurance.<br />
• Financial expenses amounted to EUR 11,701 and represented 13 percent of the value of financial<br />
expenses in 2006. Financial expenses were related entirely to financial expenses from operating<br />
liabilities, and comprised foreign exchange losses and default interest expenses.<br />
• Other expenses amounted to EUR 17,471 and represented compensations paid on the basis of lawsuits<br />
and imposed contractual penalties.<br />
Profit<br />
The total profit of the Company for the period from 1 January to 31 December <strong>2007</strong> amounted to EUR<br />
13,706,840 and increased by 124 percent over 2006.<br />
Following the deduction of corporate income tax in the amount of EUR 3,141,155 and deferred taxes in<br />
the amount of EUR 61,548, the net profit of the Company for <strong>2007</strong> amounted to EUR 10,504,137, which<br />
is 153 percent higher than the net profit for 2006.<br />
29 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Business Activities of the Company<br />
Corporate Affairs Division<br />
Internal Audit Department<br />
In 207 the Internal Audit Department, which began to operate in the Company in October 2006, outlined<br />
the bases for its further work. At the beginning of the year, the Department prepared an audit risk analysis<br />
and, on the basis thereof, a Strategic Plan of Work of the Internal Audit Department for the period from<br />
<strong>2007</strong>-2009 and an Annual Plan of Work of the Internal Audit Department for <strong>2007</strong>. After these documents<br />
were approved by the Management Board, the Department began to carry out internal auditing activities<br />
in accordance with the Annual Plan of Work of the Internal Audit Department for <strong>2007</strong>.<br />
The objective of internal audits is primarily to ensure the establishment and functioning of the internal<br />
controls system and to assess their effectiveness.<br />
Two internal audits were conducted in <strong>2007</strong>:<br />
1. an audit of the purchasing function for the purpose of performing activities under the Concession<br />
Agreement, and<br />
2. an audit for the purpose of implementing toll collection (toll collection process in the narrower<br />
sense).<br />
With respect to the processes under way in the above-mentioned areas, the Internal Audit Department<br />
provided assurance that internal controls had been established and were functioning, although some<br />
deficiencies had also been found. For the purpose of eliminating these deficiencies and improving<br />
operations in the audited areas, the Department made 40 recommendations and will verify their<br />
implementation in 2008.<br />
The Internal Audit Department also carries out consulting activities, and cooperates with external auditors<br />
and the auditors of the Court of Audit of the Republic of Slovenia.<br />
Purchasing Department<br />
The Purchasing Department was reorganised in <strong>2007</strong> and currently performs the following tasks:<br />
• carries out warehouse operations (warehouse employees now form part of the Purchasing<br />
Department staff),<br />
• conducts public procurements, and<br />
• carries out documentary checks (liquidation of invoices).<br />
In <strong>2007</strong>, two sets of internal rules were prepared and implemented, i.e. the Rules on Warehouse Operations<br />
and the Rules on Service Operations, which regulate the warehouse and service operations unit on the<br />
Company level.<br />
For the purpose of rationalising procedures and simplifying work, public procurement procedures are now<br />
oriented towards the conclusion of long-term contracts, which provide suppliers with greater certainty<br />
and thus the possibility of lower prices.<br />
30 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Communications Department<br />
Under the Concession Agreement, the Communications Department has the principal task of organising<br />
a system for informing the public on motorway conditions and traffic, and providing information in line<br />
with the guidelines of the Ministry of Transport. These tasks involve designing the information system,<br />
designing the information centre, and informing the public. In <strong>2007</strong>, the Traffic Information Centre for<br />
Public Roads provided users with quick, high-quality and continuous information on traffic conditions.<br />
The Centre successfully connects all currently available sources of traffic information on one side, and<br />
delivers such information to users through the media, Internet, teletext, voice station, and in the form of<br />
individual information by phone on the other side.<br />
The Communications Department also planned, carried out and analysed the following:<br />
• external communications — with special emphasis on the media, state institutions, financialinstitutions,<br />
motorway users, and local communities near the construction sites of future motorways,<br />
• internal communications (relations with employees), within the scope of which it organised the issue<br />
of an internal newspaper, the design of an intranet portal, staff events, etc..<br />
Business Division<br />
Road Planning, Development and Management Department<br />
A Report on the Implementation of the <strong>2007</strong> Annual Motorway Development and Reconstruction Plan<br />
was prepared in line with the Motorway Company in the Republic of Slovenia Act. An assessment of<br />
the schedule of construction and reconstruction works in the <strong>2007</strong>-2010 period was prepared, and the<br />
analysis of the implementation of the Resolution on the National Motorway Construction Programme<br />
(ReNMCP) in the period from 2003-2006 was upgraded with a projection of its implementation in the<br />
<strong>2007</strong>-2008 period. In the second half of <strong>2007</strong>, expert bases were drafted for the 2008 Annual Motorway<br />
Development and Reconstruction Plan.<br />
The process of establishing a road data bank (RDB) for roads managed by <strong>DARS</strong> d.d. was continued in<br />
<strong>2007</strong>. A report on public road expenses for 2006 was compiled.<br />
In the area of road management, the Department continued to implement the expert system dTIMS_CT<br />
for road management on roads operated by the Company in <strong>2007</strong>. The first upgrade of the system was<br />
completed and presented, and includes new road deterioration models and a road structure dimensioning<br />
procedure; link roads and rest areas have been added, and the total costs of rehabilitation measures<br />
together with all parallel costs ( closures, guardrails, designs, supervision, etc.) have been taken into<br />
account.<br />
Two-, five- and ten-year road rehabilitation plans were drafted using graphic and statistical displays of the<br />
network’s condition based on various anticipated road maintenance budgets. The results were used to<br />
prepare a draft road rehabilitation plan for the years 2008 and 2009.<br />
A comparison of the operational rehabilitation plan with the road rehabilitation plan was prepared. On the<br />
basis of this plan, the upgrading of the system is being continued.<br />
Based on data entered into the expert system, a »Review of longitudinal levelness on motorway sections«<br />
was prepared for the year <strong>2007</strong>, which was subsequently followed by a review based on other criteria<br />
(transverse levelness, skid friction coefficient, MSI - Modified Swiss Index, and total road condition<br />
index).<br />
At the end of the year, the Department began a new round of road condition measurements, which are<br />
require to ensure the proper functioning of the road management system.<br />
31 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
International Cooperation Department<br />
For the purpose of utilising funds from the Cohesion Fund, the Department cooperated in <strong>2007</strong> with<br />
competent Slovene ministries and EU institutions in implementing procedures for the utilisation of funds,<br />
and organised and conducted the implementation of required tasks by other divisions of the Company<br />
participating in the activities of the Cohesion Fund. The project involving the construction of the motorway<br />
section Smednik — Krška vas was successfully completed after obtaining approval of the final report, and<br />
activities were continued on the project for the construction of the Vrba — PeraËica motorway section.<br />
In line with the Operational Programme for the development of environmental and traffic infrastructure,<br />
procedures were carried out for the purpose of utilising European cohesion policy funds for 4 motorway<br />
projects included in the scheme of co-financing from the Cohesion Fund in the programme period <strong>2007</strong>-<br />
2013.<br />
In addition to funds from the Cohesion Fund, the Company also received funds in <strong>2007</strong> from the European<br />
Fund for Regional Development in the form of technical assistance in the preparation of certain studies<br />
for the third development axis, as well as funds from the TEN-T budget to be used for the preparation of<br />
specific project and spatial documents for the road section Slivnica — Draženci — Gruškovje.<br />
Again in <strong>2007</strong>, the Company actively participated in various international projects. Several meetings<br />
were organised in connection with the TEMPO-CONNECT projects, the EASYWAY program, and the<br />
PROMET project. The Company continued to participate in the MEDIA project for the establishment of<br />
interoperability of toll collection systems in the alpine region, and in the RANKERS traffic safety project.<br />
New project proposals and relevant documents needed for their co-financing from European funds were<br />
prepared.<br />
Within the scope of its membership in ASECAP, the Company participated in the Steering Committee,<br />
General Assembly, Executive Committee, working bodies and projects of this association in 2006.<br />
General Affairs Department<br />
The processing of incoming mail was centralised and, in the autumn period, a comprehensive electronic<br />
office mail system using the line code was implemented. The central organisation and management of<br />
the courier service was introduced, and courier routes were rationalised. For the purpose of ensuring<br />
the adequate arrangement of available archival areas, the Department prepared internal regulations<br />
comprised of internal acts related to the archiving of documentary materials within the scope of the<br />
Company’s archives.<br />
Occupational Health and Safety Department<br />
The Occupational Health and Safety Department carried out the following tasks:<br />
• in the area of health protection: organised medical examinations, vaccinations against tick-borne<br />
meningoencephalitis and influenza, and participated in the completion of documents for disability<br />
committees,<br />
• in the area of education: organised general internal training programmes in the fields of occupational<br />
health and safety, fire protection, and the operation of complex working machines, tools and<br />
equipment;<br />
• in the area of fire protection: organised inspections and repairs of fire extinguishers and hydrants;<br />
• in the area of working environment: carried out measurements of chemical hazards in the painting of<br />
ground markings;<br />
• performed activities at construction and reconstruction sites,<br />
• reviewed risk assessments in other areas. A number of new measures for improving the health and<br />
safety of employees were included in the risk assessments.<br />
32 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Legal Affairs, Organisation and Human Resources Division<br />
Legal Affairs Department<br />
In <strong>2007</strong> the Legal Affairs Department carried out its tasks in line with the Agreement on the Performance<br />
of Contracts and the Concession Agreement.<br />
The Legal Affairs Department provided legal advisory services to all departments of the Company in<br />
connection with their areas of work, i.e. the regulation of employment relations, including the conduction<br />
of civil procedures before labour courts, public procurements, regulation of obligational relations with<br />
contractors, regulation of credit relations and other transactions relating to funds provision, regulation<br />
of relations with lessees of motorway rest areas, and the regulation of indemnity relations in connection<br />
with damaging events on motorways, including the conduction of civil procedures. The Department also<br />
carried out the legal review of the compliance of resolutions proposed by the Management with applicable<br />
legislation and the internal acts of the Company, provided advisory services to other bodies of the<br />
Company (Supervisory Board), and participated in the preparation of new legislation and implementing<br />
regulations with the Ministry of Transport and other state bodies.<br />
A large portion of the work performed by the Legal Affairs Department in <strong>2007</strong> was related to the<br />
acquisition of land required for the construction of motorways and roads foreseen in the Annual Motorway<br />
Development and Rehabilitation Plan, and the settlement of relations in connection therewith.<br />
The Legal Affairs Department provided for the updating of the Company’s legal status acts and related<br />
entries in the court register.<br />
Organisation and Human Resources Department<br />
In line with the staff policy, the <strong>2007</strong> human resources plan of the Company was as follows:<br />
Employees as at Recruitments/ Planned<br />
ORGANISATIONAL UNIT 31 Dec 2006 reassignments employees as at<br />
in <strong>2007</strong> 31 Dec <strong>2007</strong><br />
Management and business functions 133 19 161<br />
Organisation of motorway construction and reconstruction 16 1 16<br />
Motorway maintenance 536 45 563<br />
Toll collection 421 17 409<br />
Total: 1,106 82 1,149<br />
This part of the human resources plan was successfully implemented, as indicated in the table below<br />
(taking into account the new organisation structure).<br />
ORGANISATIONAL UNIT<br />
Employees<br />
as at 31 Dec <strong>2007</strong><br />
Motorway maintenance 563<br />
Toll collection 388<br />
Other organisational units 177<br />
Total: 1,128<br />
33 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Finance and Marketing Division<br />
Finance, Accounting and Controlling Department<br />
The departments operating in the areas of finance, accounting and controlling carried out their tasks in<br />
<strong>2007</strong> in line with the Agreement on the Performance of Contracts and the Concession Agreement.<br />
In performing its tasks, the Department devoted special attention to the following:<br />
• the preparation of proposals for financing the National Motorway Construction Programme and the<br />
budget of the Company in order to ensure the undisturbed supply of financial resources,<br />
• the preparation of proposals for financing the construction of individual motorway sections under the<br />
National Motorway Construction Programme,<br />
• the acquisition of funds earmarked for financing the National Motorway Construction Programme,<br />
funds from the Cohesion Fund, financial resources in financial and capital markets, and other financial<br />
resources for financing the National Motorway Construction Programme,<br />
• the optimisation of sources of funds for motorway construction under the National Motorway<br />
Construction Programme,<br />
• ensuring the regular supply of financial resources,<br />
• the management of loans raised for the performance of tasks relating to motorway construction under<br />
the National Motorway Construction Programme with the goal of reducing currency, interest and other<br />
risks,<br />
• the profitable placement of surplus liquid funds,<br />
• monitoring the financing of the National Motorway Construction Programme as a whole and by<br />
individual sections under NMCP, and monitoring the acquisition and utilisation of funds,<br />
• reporting to the Ministry of Transport and the Ministry of Finance,<br />
• cooperation with international and domestic financial institutions.<br />
Sales and Marketing Department<br />
The Strategic Marketing Department mainly performed tasks involving the organisation, management<br />
and conduction of analyses and surveys of the relevant market, market opportunities, and possibilities<br />
for the development of new products and services. The new service for electronic media users, i.e. the<br />
option of remote loading of credit via the Internet, which at least partly helped to reduce waiting times at<br />
toll collection booths, was successfully implemented.<br />
The Department actively participated in preparing a concept of the implementation of electronic free<br />
flow toll collection, in negotiations with haulers, and in the preparation of toll pricelists, within the scope<br />
of which a night toll applicable in the tourist season and during the Christmas holidays was introduced by<br />
order of the Ministry of Transport.<br />
The Sales Department carried out the following tasks:<br />
• entered into post-paid toll account contracts,<br />
• prepared and distributed proforma invoices to domestic and foreign users of electronic media,<br />
• prepared toll accounts and delivery notes for prepaid account top-up,<br />
• issued invoices for post-paid services and collected receivables prior to court action,<br />
• prepared a stop list of nonpayers,<br />
• concluded contracts with payment card issuers,<br />
• transferred data files and issued invoices to cardholders, confirmed fees,<br />
• organised the sale of electronic media at external sales locations,<br />
• communicated with motorway users,<br />
• concluded contracts for rest areas (8 rest areas located on motorway sections under construction were<br />
successfully leased), issued invoices, and prepared analyses related to the operation of rest areas.<br />
34 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
The Toll Collection User Centre offered assistance to users of electronic media for toll payments. Special<br />
emphasis was laid on the processing of complaints. With the aim of providing a more user-friendly<br />
environment for the performance of services, the quarters of the Centre were reorganised and now allow<br />
users to settle all their business at one location.<br />
The Real Property Management Department was established in the last quarter of 2006. In <strong>2007</strong>, the<br />
Department began to intensively process old and new applications for the sale of surplus land on the<br />
basis of internal procedures (establishment of surplus land, formal procedures for the sale of established<br />
surpluses, procedures for informing persons inquiring about specific land plots managed by the Company,<br />
defining the possible methods of sale, and establishing any missing records). The greatest difficulties<br />
encountered by the Department involved the acquisition of adequate information on land plots alongside<br />
older motorway sections.<br />
The Insurance Department began to operate at the end of the first quarter. Its priority task in the first<br />
phase was to establish an integral and uniform insurance system in the Company. Favourable results were<br />
already attained in <strong>2007</strong> with respect to the reduction of premiums for individual types of insurance,<br />
inclusion in more favourable premium classes, and the attainment of discounts for timely premium<br />
payments, etc.. Some claims for damages that had previously been rejected by insurance companies due<br />
to our non-unified approach began to be settled to the Company’s advantage.<br />
The Telecommunications Marketing Department began to actively market optical fibre in the beginning<br />
of <strong>2007</strong>, after the Government of RS had approved its business plan and the recognised costs of optical<br />
fibre sales. Although the sales results were encouraging, it became apparent that it would be possible<br />
to market optical fibre much more successfully after the completion of the motorway network, when all<br />
sections are connected. A business plan was prepared for the marketing of capacities, which will allow the<br />
Company to market more complex and thus more profitable telecommunication services.<br />
35 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Toll Collection Division<br />
Toll collection was conducted in line with the provisions of the Concession Agreement, the Public Roads<br />
Act, the Decree on toll roads and tolls for the use of toll roads, the Decree on tolls for the use of the<br />
Karavanke road tunnel, and the Toll pricelist for the use of toll roads. The past year was marked in<br />
particular by the following events:<br />
• The introduction of the euro as the new national currency. The first few months were the most intensive,<br />
as it was necessary to ensure the pre-supply of euro cash, take tolars out of circulation, and form real<br />
stocks of cash for exchange purposes. In addition to making all the necessary arrangements for normal<br />
operation with an increased volume of coins, additional forgery detection machines were supplied. After<br />
the initial period of changeover, euro cash transactions stabilised and, in the final phase, facilitated toll<br />
collection operations.<br />
• The enlargement of the Torovo toll collection station, which was completed before the summer season,<br />
has considerably increased road traffic fluency and improved the standard of this service for motorway<br />
users.<br />
• Partial modification of the transport of toll proceeds at toll stations.<br />
• The optimisation of IT support to toll collection operations was carried out in <strong>2007</strong>. Although the<br />
upgrading process had already been started in the previous year, it was completed in the optimisation<br />
phase, and certain procedures and functionalities were adapted to ensure smooth-running toll<br />
collection. Additional adjustments were needed to enable the use of a differentiated pricelist featuring<br />
lower tolls at night.<br />
• Toll collection operations were intensively controlled, both analytically and operationally. This allowed<br />
the Company to attain more consistent toll charging and greater accuracy in operations. The most<br />
serious violators of the prescribed method of operation were sanctioned, in some cases even by the<br />
termination of their employment contracts.<br />
• Work loads and operating accuracy were monitored by the analysis of operating data. The indicators<br />
calculated in this way enabled better comparison of employees and the optimisation of business<br />
operation. On this basis, a considerable volume of work was performed by cost-effective student labour,<br />
which accounted for more than 80% of the work performed by toll collectors at certain toll stations in<br />
the summer months.<br />
• Student labour was treated systematically, from the announcement of our staff requirements to their<br />
application, training, assignment to toll collection booths, calculation of hours worked, and archiving of<br />
documents.<br />
• The rehabilitation of toll collection stations comprised the urgent reconstruction of roads and the<br />
replacement of deteriorated toll collection booths.<br />
• The installation of an automatic toll system at the smaller toll stations of Lukovica and Blagovica, which<br />
will begin to function in the spring of 2008, had already been used in <strong>2007</strong>, when it was necessary to<br />
foresee all processes that will be taking place at these stations.<br />
Taking shape in the background of events at toll stations was the Toll Collection Act, which foresees a<br />
different method of toll collection supervision. In <strong>2007</strong>, attempts were made to define the forms and<br />
methods of conducting toll collection supervision. Despite the fact that toll collection is developing in a<br />
slightly different direction than foreseen in the Toll Collection Act, the bases for conducting supervision<br />
have not changed significantly, only the possibilities for conducting supervision are somewhat smaller.<br />
The establishment of a supervision department will probably be the principal task of the Toll Collection<br />
Division in 2008, and will be closely linked to the reorganisation of business operations and related staff<br />
issues.<br />
36 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Motorway Construction and Reconstruction Organisation Division<br />
Spatial Planning Department<br />
Within the scope of preparing design, spatial and other documents, procedures were in progress in <strong>2007</strong><br />
for 17 national spatial plans, and various phases of these procedures were completed.<br />
The following tasks were performed:<br />
• Two comparative studies of versions, together with pertaining expert bases, and two environmental<br />
reports, which, in the process of laying routes, represent an expert basis for deciding on the most<br />
favourable version: for the new state road leading from the border with Austrian to the A1 motorway<br />
(northern part of the third development axis, October <strong>2007</strong>), and for the main road on the section Ptuj<br />
— Markovci (August <strong>2007</strong>).<br />
• On the basis of previously prepared comparative studies of versions, together with pertaining expert<br />
bases and environmental reports, the Government of the Republic of Slovenia adopted a resolution on<br />
the selection of the most favourable versions for two sections: the connecting road Jeprca — StanežiËe<br />
— Brod (March <strong>2007</strong>), and the motorway section Draženci — International border crossing Gruškovje<br />
(April <strong>2007</strong>).<br />
• Following the amendment of spatial legislation in April <strong>2007</strong>, the Minister of Transport and the Minister<br />
of Environment and Spatial Planning selected, on the basis of previously prepared comparative studies<br />
of versions, together with pertaining expert bases and environmental reports, the most favourable<br />
versions for two sections: the expressway section Koper — Dragonja (July <strong>2007</strong>), and the motorway<br />
access road Brezovica (November <strong>2007</strong>).<br />
• Public exposures of draft national spatial plans for two projects: the Cerklje airfield (November —<br />
December <strong>2007</strong>) and the Dragonja bypass road (March <strong>2007</strong>).<br />
• Public presentation of a comparative study of versions and a proposal of the most favourable version<br />
for one (1) section, i.e. for the new public road leading from the border with the Republic of Austria to<br />
the A1 motorway (northern part of the third development axis, October <strong>2007</strong>).<br />
• Public notification of changes in the solutions presented at a public exposure for one road section, i.e.<br />
the expressway section Jagodje — Lucija (April <strong>2007</strong>).<br />
• Based on draft national spatial plans, the Government of the Republic of Slovenia adopted five decrees<br />
on national spatial plans: for the Maribor service centre on the motorway section Slivnica — Pesnica, the<br />
Dragonja bypass road, the motorway section Šentvid — Koseze (extended project: modifications and<br />
amendments to spatial plan due to the full link road Šentvid), the main road section Žeje — Vodice, and<br />
the Motorway Maintenance Center Podtabor.<br />
Planning and Design Documents Department<br />
The activities performed in the area of investment document preparation included the procurement,<br />
review and approval of investment documents (investment programs, amendments of investment<br />
programs, studies of the execution of planned investments, reports on the execution of investment<br />
projects, and reports on the monitoring of investment effects).<br />
In <strong>2007</strong>, amended investment programmes were prepared and approved for the motorway sections<br />
Pluska — Ponikve and Ponikve — Hrastje. Investment programs were also prepared for the mainroads<br />
Želodnik — Mengeš and Mengeš — Žeje, the motorway link road Naklo, and for the second amendment to<br />
the investment program for the Šentvid — Koseze motorway.<br />
37 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
The activities carried out in the area of design document preparation included the procurement, review<br />
and approval of design documents (geological-geotechnical studies in the design phase, designs for<br />
building permit approval, designs for tenders, execution designs, various expert bases and studies<br />
in the design phase, organisation of design reviews and revisions for building permit approval in line<br />
with the Building Construction Act (ZGO-1), preparation of tender documents and execution of public<br />
tenders for the preparation of such documents, preparation of guidelines for public tenders for research<br />
and development studies in the area of construction, and cooperation in the elaboration of technical<br />
specifications.<br />
In <strong>2007</strong>, designs for the acquisition of building permits were elaborated and approved for the motorway<br />
Slivnica — Draženci (stage B), the Srmin turnoff, Želodnik — Mengeš, Mengeš — Žeje, motorway link road<br />
Naklo, rest area Vipava, Maribor service center, toll station Brezje, toll station Dragotinci, toll station<br />
Banuta, toll station Prepolje, and traffic monitoring and management systems at Rebernice and on part<br />
of the Primorska motorway.<br />
Construction Organisation and Supervision Department<br />
In <strong>2007</strong> the following sections of motorways and other roads were brought into service:<br />
• two-lane road Hajdina — Ptuj in a length of 2.3 km, including the Drava bridge in a length of 2.3 km,<br />
• first half of two by two lane motorway PeraËica - Podtabor in a length of 2.4 km,<br />
• Lendava bypass in a length of 1.2 km.<br />
Construction works were continued on the following sections of motorways and other roads:<br />
• a section of the two-lane road Nova Zrkovska cesta from km 1.9 to km 3.8,<br />
• two by two lane motorway Lendava — Pince in a length of 16.7 km,<br />
• platform for the Bertoki petrol station,<br />
• platform for the Cikava petrol station,<br />
• two by two lane motorway Maribor — Lenart in a length of 7.8 km,<br />
• two by two lane motorway Lenart — Spodnja Senarska in a length of 7.2 km,<br />
• two by two lane motorway Cogetinci — VuËja vas in a length of 11.6 km,<br />
• two by two lane motorway Zrkovska cesta — Pesnica link road in a length of 6.3 km,<br />
• two by two lane motorway Zrkovska cesta — Ptujska cesta in a length of 4.2 km,<br />
• connecting road to the Port of Koper (Bertoki radial road) in a length of 3.4 km,<br />
• expressway Razdrto — Vipava: Rebernice in a length of 10.7 km,<br />
• two by two lane motorway Vrba — PeraËica in a length of 10 km,<br />
• second half of two by two land motorway PeraËica — Podtabor in a length of 2.4 km,<br />
• two by two lane motorway Šentvid — Koseze in a length of 3.7 km,<br />
• two by two lane motorway Slivnica — Draženci in a length of 18.9 km,<br />
• two by two lane motorway Lešnica — Kronovo in a length of 5.5 km,<br />
• expressway Koper — Izola in a length of 5.1 km.<br />
In <strong>2007</strong> construction works were begun on two motorway sections:<br />
• two by two lane motorway Pluska — Ponikve in a length of 6.3 km,<br />
• two by two lane motorway Ponikve — Hrastje in a length of 8.6 km,<br />
• two by two land motorway Draženci — Gruškovje (from International border crossing Gruškovje to<br />
border with Croatia) in a length of 0.6 km.<br />
Preparatory preconstruction works were conducted on the following sections of motorways, expressways,<br />
connecting roads and motorway link roads:<br />
• connecting road to the Port of Koper (Srmin turnoff),<br />
• Markovci — Gorišnica,<br />
• Gorišnica — Ormož.<br />
38 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Reconstruction Organisation Department<br />
Within the scope of motorway rehabilitation in <strong>2007</strong>, intensive reconstruction works were continued on<br />
defective motorway sections and bridging facilities, and investments were implemented in the existing<br />
motorway network.<br />
Owing to the needs identified during seasonal spring inspections and on the basis of acquired design<br />
documents and other unfinished works, and particularly for the purpose of observing higher standards<br />
for road structure reinforcements and guardrail installations, the value of conducted road rehabilitation<br />
works was higher than planned. The following works were carried out:<br />
• rehabilitation of carriageway on the Gorenjska motorway leg: on the motorway section Hrušica-Lipce<br />
(Hrušica link road and Lipce link road) and on the motorway section Kranj West — Kranj East,<br />
• rehabilitation of carriageway on the Primorska motorway leg: on the motorway sections Brezovica<br />
— Vrhnika, Razdrto — SenožeËe (Goli vrh — »ebulovica),<br />
• rehabilitation of carriageway on the Štajerska motorway leg: on the motorway sections Fram —<br />
Slovenska Bistrica, Celje — Arja vas and Slivnica — HoËe; on the expressways Pesnica — Maribor and<br />
Maribor — Tezno, and on the connecting road Meljska cesta,<br />
• rehabilitation of carriageway on the Dolenjska motorway leg: on the motorway sections Šmarje Sap<br />
— Grosuplje and Grosuplje — IvanËna Gorica,<br />
• rehabilitation of carriageway on the Ljubljana motorway ring — sections Ljubljana South (Zaloška —<br />
Litijska), Ljubljana South (Litijska — Malence) and Ljubljana South (Dolenjska — Barjanska — ViË),<br />
• minor road resurfacing works throughout the motorway network.<br />
The volume of completed rehabilitation works was lower than planned. This was primarily due to two<br />
uncompleted projects: the rehabilitation and enlargement of the Ljubljanica bridge at the Vrhnika link<br />
road (land and permits not acquired), and the rehabilitation of the overpass at the Fram link road.<br />
The following major works were completed:<br />
• rehabilitation of the right Verd viaduct and the construction of a sound barrier; described under<br />
investments in environmental protection,<br />
• rehabilitation of overpass at the Vrhnika link road,<br />
• Phase II of rehabilitation of the invert in the Karavanke Tunnel,<br />
• replacement of dilatations at the Mala stara vas underpass, the Dramlje viaduct, and at the Škedenj<br />
viaduct (gorge),<br />
• replacement of defective guardrails and regulation of embankments at several motorway sections.<br />
Within the scope of investments in roads and facilities, only 23 percent of the planned works were<br />
completed. This was primarily due to the fact that construction works were not begun on the Motorway<br />
Maintenance Centre in Logatec.<br />
Within the scope of other investments, the reconstruction and enlargement of small garages and<br />
the construction of new, large garages at the Motorway Maintenance Centre Slovenske Konjice were<br />
completed.<br />
Within the scope of investments in the equipment of the existing motorway network, the following major<br />
works were completed:<br />
• illumination of the Malence turnoffs and the Tepanje rest area,<br />
• demolition and arrangement of the HoËe toll station,<br />
• closure of emergency and concrete barrier crossings,<br />
• upgrading of safety and other equipment in the Pletovarje and Golo rebro tunnels,<br />
• replacement of signalisation and its harmonisation with the Study of road management on the Gorenjska<br />
motorway.<br />
The volume of completed works is smaller than planned because, due to a public procurement complaint,<br />
works were not yet begun on the upgrading of electric-machine safety equipment in the Pletovarje and<br />
Golo rebro tunnels.<br />
39 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Within the scope of rehabilitation works and investments in environmental protection, the following major<br />
works were completed:<br />
• construction of sound barriers at Kozarje V and VI,<br />
• replacement of sound barrier on the Ljubljana South motorway section (Dolenjska — Barjanska),<br />
• construction of sound barrier on the motorway section Pesnica — Maribor (left side),<br />
• installation of active sound protection on the expressway Maribor — Tezno,<br />
• construction of active and passive sound protection on the motorway section Hrušica — Lipce<br />
(Verdenikova near Jesenice).<br />
The volume of completed rehabilitation works and investments in environmental protection was in line<br />
with the plan.<br />
Public Procurements Department<br />
In <strong>2007</strong>, the following activities were carried out in the area of public procurements:<br />
• public procurement procedures in the value of EUR 256.8 million were initiated, which is 94.1 % or<br />
20% less than in the year 2006,<br />
• 79 public tenders were published in the Official Gazette of RS and the Official Journal of EU,<br />
• bidders requested legal protection in 19 claims for review filed In the period from 1-10 January <strong>2007</strong>,<br />
which is less than in 2006, when 24 claims for review were resolved. Of the 19 claims for review, the<br />
National Review Commission partly granted one claim for review, granted 4 claims for review, and<br />
rejected 14 claims for review as unfounded and conformed the contracting authority’s decision,<br />
• 14 major construction contracts in a total value of EUR 359.7 million were signed,<br />
• in line with the rules of the Cohesion Fund, several public tender procedures for the motorway sections<br />
Slivnica — Draženci, Pluska — Ponikve and Poikve — Hrastje were successfully completed.<br />
Motorway Maintenance Division<br />
Technology and Intelligent Transport Systems (ITS) Maintenance and Development Department<br />
Activities relating to the setup of traffic surveillance and management systems (TSMS) were carried out<br />
on the following road sections: the Ljubljana motorway ring, Postojna — Kozina, Razdrto — Vipava, in front<br />
of the Karavanke Tunnel, Koper — Izola, and in the Maribor motorway system. The Department prepared<br />
an analysis of maintenance requirements for TSMS Klanec — Ankaran and the necessary documents for<br />
the conclusion of a maintenance contract.<br />
Works were begun on the setup of a TSMS on the Ljubljana West bypass and at the Regional Control Centre<br />
Ljubljana. Activities were under way on the project for the construction and setup of a new Regional<br />
Control Centre Ljubljana. Radar-activated speed warning signs were installed on certain motorway<br />
sections, and two research studies in the area of traffic management were conducted. Activities relating<br />
to the international TEMPO project were continued with the aim of acquiring non-refundable funds.<br />
In the area of tunnel safety, the Company carried out the tasks of tunnel manager and safety officer<br />
pursuant to Directive (2004) 2004/54/EC of the European Parliament and of the Council of 29 April 2004<br />
on minimum safety requirements for tunnels in the Trans-European road network. These tasks included<br />
detailed reporting to the competent administrative body, i.e. the Ministry of Transport, on accidents<br />
and incidents in tunnels. This was followed by the elimination of inadequate tunnel conditions on the<br />
basis of inspections of the compliance of respective tunnels with the Directive, which were conducted<br />
by the Traffic Inspectorate of the Republic of Slovenia in the period between 28 November 2006 and<br />
6 December 2006 (deadline: December 2010; for the Karavanke tunnel: April 2019). Within the scope<br />
of the preparation and management of tunnel safety documents, the Company announced a public<br />
tender for the elaboration of risk analyses for tunnels, and for the preparation of protection and rescue<br />
plans. In cooperation with emergency rescue departments, a periodical exercise was organised in the<br />
Trojane Tunnel system. Together with Austrian colleagues, an exercise was organised in the entire Trojane<br />
40 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
tunnel system. The prescribed procedures were carried out in order to remedy emergency conditions<br />
in the Company’s systems (road slipperiness, outages of communication and audio systems, measuring<br />
instruments for the Service Centre, and visibility).<br />
New weather stations were incorporated in the road weather system at the following locations: Kozarje<br />
turnoff, Višnja gora slope, Sava Šenjakob, and Verd. In autumn, the Department began to upgrade the<br />
existing telecommunication links of the Road Safety Centre from a modem connection to an optical<br />
network.<br />
A mobile system for traffic supervision during road closures was put into operation. The system is<br />
designed primarily to inform users on the current situation in the closure area.<br />
In line with the first action plan for the implementation of an electronic free-flow toll collection system with<br />
conditions for interoperability in the EU (Resolution of 29 June 2006 adopted by the Government of RS),<br />
a concept for the implementation of electronic free-flow toll collection on motorways and expressways<br />
using DSRC technology (<strong>DARS</strong>, April <strong>2007</strong>) was designed, and relevant investment and design-technical<br />
documents were elaborated for the so-called intermediate level of implementation of electronic toll<br />
collection at existing toll stations for vehicles of all toll classes. On 19 July <strong>2007</strong> the Government of RS<br />
adopted a new Action Plan, whose final goal is the implementation of satellite toll collection for freight<br />
vehicles in the motorway and parallel networks. Owing to the new orientations, the Department prepared<br />
new assessments of traffic flows at existing toll stations, which shall be required to adapt to the free<br />
passage of freight vehicles.<br />
Telecommunications Project and Telecommunications Department<br />
In <strong>2007</strong> the Company began to market telecommunication lines and entered the market of electronic<br />
communications as a telecommunications operator. Optical fibres were leased to a large number of<br />
providers for periods of 3 to 10 years. Within the scope of marketing activities, the Company established<br />
connections to major city centres (Ljubljana, Maribor, Kranj, Koper), as well as connections to other<br />
providers in areas without motorways and without their own optical fibres (Vrba — Podtabor and the<br />
connection to the Pesnica toll station).<br />
The Department prepared a business plan for marketing capacities and colocations, as well as a research<br />
study for the setup of a DWDM network, which operates on the principle of combining wavelengths and<br />
allows for the marketing of various capacities. The system also allows for the uniform supervision of<br />
the entire telecommunications network for the Company’s own needs, and a faster transmission speed<br />
in case of technologically sophisticated forms of toll collection and consequently higher demands<br />
for the undisturbed operation of the Company. This has set the foundations for the development of<br />
telecommunication activities of <strong>DARS</strong> d.d. as potentially one of the most powerful infrastructure operators<br />
in the country.<br />
The first connection was established on the level of wavelength combining of signals on the Dunajska<br />
— GriË route for the needs of redundancy storage of data, where employees were acquainted with the<br />
system and its possibilities. The IP telephony system, which enables substantially larger functionalities<br />
than traditional solutions, was installed in Murska Sobota. The IP platform itself allows for the convergence<br />
of services.<br />
A connection to traffic light intersections was established, providing insight into occurrences on city<br />
entry roads for the needs of the Business Information Centre.<br />
Telecommunications equipment was upgraded for the needs of redundancy links for the transmission of<br />
tolls and other urgent transmissions of data ensuring the undisturbed operation of the Company.<br />
In <strong>2007</strong> the Company continued to implement the project aimed at reducing telephony costs by the<br />
inclusion of internal links between <strong>DARS</strong>’ commuter centres.<br />
41 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
A new 48-fibre optical cable was installed on a section of the Karavanke Tunnel. Its purpose will be to<br />
function as a tunnel cable connecting electricity niches with the optical cable. The Telecommunications<br />
Department also carried out rehabilitation and protection works on the optical network in order to prevent<br />
any network interruptions, made all the necessary changes in the network to facilitate the connection of<br />
road weather stations and stationary speed meters, and made any necessary enlargements on distribution<br />
boards to ensure the undisturbed operation of the Company and the marketing of its services.<br />
With the aim of reducing speed on motorways in the Republic of Slovenia, the Company set up, in<br />
cooperation with the Ministry of Internal Affairs, 17 measuring points for stationary speed meters and<br />
the direct transmission of information from eleven locations at police headquarters.<br />
Within the scope of regular maintenance of forty-five telecommunication hubs, the Telecommunications<br />
Department provided for the adequate settlement of contractual relations with external maintenance<br />
personnel in order to ensure the maintenance of commuter centres and transmission systems, and the<br />
lease of telecommunication lines.<br />
Traffic Surveillance and Management Department<br />
The organisation of work in the Traffic Surveillance and Management Department was adapted to the<br />
needs of regular maintenance and reconstruction works on the electric/machine equipment of motorways<br />
and intelligent transport systems.<br />
The tasks of the Department include controlling and regulating traffic, organising and performing<br />
maintenance works on electric/machine equipment and systems defined as road equipment under<br />
the Public Roads Act, which includes rehabilitation works on road equipment and participation in the<br />
construction of road equipment on new motorway sections and facilities.<br />
The Department began to upgrade standards relating to the maintenance of electric/machine<br />
equipment.<br />
In power distribution companies, changes were introduced in tariff groups for individual tap-off points. l<br />
The Department carried out the supervision and maintenance of the Ljubelj Tunnel (ordered by DRSC).<br />
General repairs and parametering of SICK equipment in tunnels were performed by the Company’s own<br />
staff.<br />
The Company conducted a public tender and selected a contractor for the transfer of functions from the<br />
Control Centre in Postojna to the Traffic Surveillance and Management Center at Kozina. This project is<br />
scheduled for completion in June 2008.<br />
The Department’s expert staff participated in reconstruction works in line with the Annual Motorway<br />
Development and Reconstruction Plan, the preparation of research projects for reconstruction works, in<br />
reviews of project documents, and at operational meetings for new construction projects.<br />
Information Technology Department (IT)<br />
The renewal of the Company’s entire computer infrastructure was continued, its hardware and<br />
software harmonised, and some specific applications were purchased for individual users. A number of<br />
activities were focused on raising the reliability of critical systems and rationalising printer operations<br />
(equipment).<br />
42 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Some segments of the business-financial information system Microsoft Business Solutions Navision were<br />
upgraded in order to increase operating efficiency and facilitate links with subsystems used by other<br />
departments. The Department continued to consolidate the application for the calculation of salaries<br />
and other earnings. The system was upgraded with additional reports and certain changes allowing<br />
users greater flexibility in their operations and in searching for desired data. Several minor changes and<br />
upgradings were made in programme groups already being used (e.g. upgrading of the data exchange<br />
system for the needs of ordering credit via the Company’s website, changes in the human resources<br />
section, such as assessment of work performance, calculation and issue of decisions on annual leave. In<br />
the sales section, improvements were introduced in the process of issuing post-paid invoices. Preparations<br />
are under way for transfer to a more recent database version and its placement into a state of high<br />
availability, which is expected to be completed in 2008.<br />
In other information systems providing support to business operations, emphasis was primarily laid on<br />
the upgrading of processes and applications for warehousing and inventory accounting based on the new<br />
Rules on Inventory Accounting. Additional support was provided to the processes of ordering by contract,<br />
requests for issue from the warehouse, and requests for the collection of materials from the warehouse.<br />
New procedures were also introduced in requests for the collection of materials via work orders. The<br />
application for the monitoring of incoming/outgoing mail was upgraded, and is now supported within<br />
the scope of the document system, which contains modules for following meetings of the Management,<br />
delegating tasks, monitoring contracts, conducting the electronic liquidation of accounts, and keeping<br />
electronic archives of documents. Intensive activities were under way in the segment of the system for<br />
the registration of working time, where the functionalities were upgraded for the preparation and transfer<br />
of data to the salary calculation system.<br />
In the system segment, the Department continued to consolidate and virtualise its server equipment.<br />
High availability was established for critical server systems such as the E-mail server and the data server.<br />
The system for making safety copies was optimised. A system for surveillance of the network and server<br />
hardware was established. A secondary disk field was set up at another location and the transfer of data<br />
was enabled between the primary and secondary disk fields. The reorganisation of the active register<br />
was completed and all locations were transferred to the dynamic (DHCP) system of network address<br />
allocation.<br />
Motorway Maintenance Department<br />
Regular Motorway Maintenance<br />
Due to the relatively mild winter in the 2006/<strong>2007</strong> season, the use of gritting materials was considerably<br />
below the average quantities. Favourable winter weather conditions allowed for the performance of works<br />
usually carried out in the spring and fall seasons.<br />
In spring, all major maintenance works were organised in manner allowing for their completion by the<br />
summer season. Works were performed on a daily basis, with due consideration for those days when<br />
increased traffic was expected due to holidays or tourist peak days. On these days, maintenance works<br />
which did not obstruct traffic were performed. In addition to regular maintenance works, reconstruction<br />
and rehabilitation works on road structures and facilities were also carried out.<br />
A number of motorway sections celebrated 10 years of service in <strong>2007</strong>, which means that some works<br />
were also performed within the scope of troubleshooting in the warranty period. All of these processes —<br />
regular maintenance, rehabilitation and reconstruction works, and the elimination of deficiencies — were<br />
organised well in advance and carried out according to plan.<br />
Several other maintenance works were also performed, i.e. repair of cracks and potholes, painting of lane<br />
marking, and the rehabilitation of platforms in rest areas.<br />
43 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Owing to the exceptional increase in heavy vehicle traffic, roads began to deteriorate quickly. The need<br />
for rehabilitation works is rapidly appearing on the motorway in the Štajerska and Pomurje areas.<br />
Intensive efforts were devoted in <strong>2007</strong> to dealing with the lack of parking space for heavy freight vehicles,<br />
particularly on the motorway section in the Štajerska area. This called for the additional engagement of<br />
employees at the Motorway Maintenance Centre Slovenske Konjice.<br />
A new section of the Gorenjska leg of the motorway (Podtabor — PeraËica) in a length of 3.0 km was given<br />
over to traffic. On 31 December <strong>2007</strong>, as many as 525,398 equivalent kilometres of motorway and other<br />
roads were being managed by <strong>DARS</strong> d.d..<br />
Within the scope of implemented projects, the following tasks were completed in <strong>2007</strong>:<br />
• a work order programme for monitoring the performance of works was implemented and is being<br />
executed in all motorway maintenance centres,<br />
• a work order programme for monitoring machine equipment was executed up to a phase enabling its<br />
application in all motorway maintenance centres in 2008,<br />
• a project for the management of public utility devices was completed and provides for the systematic<br />
performance of tasks in this area during daily work,<br />
• specialised teams carried out works in <strong>2007</strong> on ground markings, cleaning of tunnels, cleaning and<br />
inspection of gutters. A team was trained to operate a crack-filling machine.<br />
Intensive efforts were devoted to the maintenance of rest areas. The Company began to redefine its<br />
relations with lessees (Petrol, OMV). A precise inventory of conditions in rest areas was conducted.<br />
The Preliminary Works Department carried out all tasks relating to the protection of roads as defined in<br />
the Roads Act (Chapter V — Protection of Public Roads and Traffic), and resolved insurance issues relating<br />
to liability and claims for damages caused by traffic participants on motorways. Other tasks performed<br />
by the Department included:<br />
• the preparation of specific offers for subcontractors or contractors of <strong>DARS</strong>,<br />
• the elaboration of pricelists of works, which was transferred to the Sales and Marketing Department<br />
during the course of the year,<br />
• the preparation of opinions regarding motorway closures.<br />
Motorway Operation<br />
In <strong>2007</strong>, two plans were adopted in connection with the operation of motorways and expressways:<br />
• a regional safety and rescue plan in case of major traffic accidents on motorways in the Posavje region<br />
(adopted by the Administration of RS for Civil Protection and Disaster Relief, Brežice branch), and<br />
• a regional safety and rescue plan in case of major traffic accidents on motorways in the Primorska<br />
region (adopted by the Administration of RS for Civil Protection and Disaster Relief, Koper branch).<br />
Together with the Regional safety and rescue plan for the Western Štajerska region adopted in 2006,<br />
three regional safety and rescue plans were in place at the end of <strong>2007</strong>. In other regions (Kranj, Maribor,<br />
Ljubljana, Murska Sobota), the Company prepared, together with competent branches, expert bases for<br />
the preparation of regional safety and rescue plans in case of major traffic accidents on motorways.<br />
In <strong>2007</strong> all works on motorways and expressways and all maintenance works were carried out under road<br />
closures, which are regulated by the Rules on the marking and protection of works on public roads and<br />
obstacles in road traffic (Official Gazette of RS, no. 116/2006). Throughout the year, the Company issued<br />
a total of 128 road closure orders for major works (rehabilitation, oversurfacing, elimination of defects<br />
in the warranty period, and similar), while regular maintenance works and interventions are carried out<br />
under daily closures.<br />
44 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
In connection with the supervision of conditions on motorways and their traffic regulation, expert reports<br />
for closures and traffic restrictions on motorways and expressways were examined, and initiatives and<br />
proposals for modifications and improvements in traffic regulation and management were resolved,<br />
including initiatives for the installation of tourist signalisation.<br />
In performing tasks related to the construction and rehabilitation of motorways and other roads,<br />
the Company participated in technical inspections and acceptance procedures for constructed and<br />
rehabilitated motorways and expressways. Of particular importance was the Company’s cooperation in<br />
determining the responsibilities of operators of facilities and equipment that are not an integral part of<br />
motorways, as well as its participation in inspections of motorways and expressways before expiry of the<br />
warranty period.<br />
Owing to the amended Regulations on traffic signalisation and equipment on public roads, an increased<br />
number of tourist signalisation installations were set up in <strong>2007</strong> along motorways and expressways for<br />
significant cultural, environmental and tourist destinations of national importance.<br />
Based on an examination of traffic conditions, the Company substantiated and carried out the installation<br />
of traffic signalisation prohibiting the overtaking of freight vehicles on motorways in the fifth transport<br />
corridor. The signalisation was furnished with an explanatory table specifying the hourly periods of validity<br />
of the prohibition. It is assessed that these prohibitions have had a positive effect on traffic conditions.<br />
The criterion for the installation of such signalisation was based on total traffic loads and the volume<br />
of heavy freight vehicles. It was decided that the overtaking of freight vehicles will be prohibited on<br />
motorways with more than 3000 freight vehicles per day.<br />
In <strong>2007</strong> the Republic of Slovenia abolished its internal borders, which meant that <strong>DARS</strong> as the authority<br />
responsible for the operation and maintenance of motorways and expressways had to provide for the<br />
undisturbed flow of traffic through the former international border crossings of Šentilj, Karavanke,<br />
Vrtojba, FernetiËi and Škofije.<br />
The Company performed tasks related to public authorisation, including the issue of permits and<br />
approvals set forth in relevant measures for the protection of motorways and expressways, as well as<br />
traffic on such roads, in line with the Public Roads Act; issued terms and conditions as well as approvals<br />
of project documents in conformity with the Public Roads Act and the Building Construction Act (ZGO-<br />
1); and performed activities related to the granting of easement for land interventions in the vicinity of<br />
motorways and expressways.<br />
45 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Environmental Management<br />
Environmental Protection<br />
Noise<br />
In <strong>2007</strong>, noise barriers continued to be erected simultaneously with the construction of new roads, while<br />
some were erected alongside older motorway sections that had been constructed without noise barriers.<br />
Most of the additional noise barriers were erected in the vicinity of Ljubljana and Maribor.<br />
Protection of Waters<br />
In <strong>2007</strong> the Company carried out all maintenance works required to prevent any negative impacts on<br />
ground water. No incidences of water pollution occurred in <strong>2007</strong>. Facilities were cleaned (oil containment<br />
devices, reservoirs). Some minor traffic accidents occurred in which the possibility of damage due to<br />
hazardous substances was present, but was prevented in due time.<br />
Gas Emissions<br />
Gas emissions are not critical and are monitored by automatically controlled tunnel ventilation systems.<br />
Environmental Impacts of Road Gritting<br />
In order to prevent slippery roads and ensure good road conditions in winter, roads are gritted in winter<br />
using various gritting materials. Theoretically, these materials affect the ground, the quality of surface<br />
and ground water, flora, fauna, humans, facilities (road lanes, bridges, viaducts and buildings), as well as<br />
vehicles. Studies conducted in the past have shown that road salting has a small impact on ground water,<br />
as the salt is diluted by a factor of 100 to 500.<br />
The consumption of gritting materials in <strong>2007</strong> was substantially lower than in the previous year.<br />
46 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Human Resources Management<br />
Staff Age and Education Structure<br />
On 31 December <strong>2007</strong> the Company had 1,128 employees, of which 294 were females (26.06%) and 834<br />
were males (73.94%).<br />
Staff Age Structure<br />
Age<br />
Number of Share (%) Cumulative number<br />
employees<br />
of employees<br />
21 to 25 years 37 3.28 37<br />
26 to 30 years 108 9.57 145<br />
31 to 35 years 207 18.35 352<br />
36 to 40 years 206 18.26 558<br />
41 to 45 years 194 17.20 752<br />
46 to 50 years 162 14.36 914<br />
51 years and over 214 18.97 1,128<br />
TOTAL 1,128 100.00 1,128<br />
Staff Education Structure<br />
Education Number of employees Share (%)<br />
Primary 26 2.30<br />
Vocational 517 45.83<br />
Secondary 401 35.55<br />
Higher 68 6.03<br />
College and university 110 9.75<br />
Master’s degree 5 0.44<br />
PhD degree 1 0.09<br />
TOTAL 1,128 100.00<br />
47 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Staff Recruitments and Departures<br />
In <strong>2007</strong> the Company recruited 81 new employees: 25 with a vocational education, 34 with a secondary<br />
education, 3 with a higher education, 17 with a college or university education, and 2 with a Master’s<br />
degree. 60 employees left the Company: 20 went into retirement, 18 were permanent redundancies, 11<br />
resigned, 5 were dismissed, 3 were extraordinarily dismissed, one was on study leave, and two completed<br />
a fixed term of employment.<br />
Education Recruitments Departures<br />
Primary - 7<br />
Vocational 25 29<br />
Secondary 34 13<br />
Higher 3 5<br />
College and university 17 6<br />
Master’s degree 2 -<br />
TOTAL 81 60<br />
Training<br />
Employee training in <strong>2007</strong> was primarily focused on participation in those forms of training that provide<br />
for the acquisition of business skills, the mastering of new technologies, and the development and<br />
performance of new services. Compulsory forms of education, training and advanced training of employees<br />
were organised in line with requirements for the fulfilment of labour-related legal requirements.<br />
Human Resources Management in <strong>2007</strong><br />
The Company’s employees are one of the key factors guaranteeing the attainment of our strategic goals.<br />
The development of key groups of employees as well as the optimum use of all human resources potential<br />
are both of major significance. In the past year, staff development tasks were focused on:<br />
• developing the skills of all employees needed to attain the development and business goals of the<br />
Company,<br />
• developing the required skills of employees working at toll collection points in order to ensure mobility,<br />
staff transfer, and gradual staff restructuring,<br />
• developing various key groups of employees for the acceptance of more responsible professional and<br />
managerial tasks, thus ensuring the continuity of staff potentials and the reduction of business risks.<br />
Additional education and training courses will provide for a more flexible staff structure and the<br />
professional skills necessary to harmonise the knowledge and qualifications of our staff with the required<br />
education level desired by the Company, expand the Company’s activities, introduce new services,<br />
optimise job positions to meet productivity standards and organisational requirements, and satisfy the<br />
needs of motorway users.<br />
48 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
Outlook for the Future<br />
The future development of <strong>DARS</strong> d.d. will continue to be based on its fundamental activities currently<br />
being performed. The objective of the Company’s development is to increase cost effectiveness in the<br />
performance of concession activities, and to search for additional market opportunities through the<br />
development of new services.<br />
Implementation of the Motorway Construction Program<br />
The mission and strategy of <strong>DARS</strong> d.d. regarding the construction of new motorways, which it performs on<br />
behalf of the state, have not essentially changed and continue to be: to construct the motorway network<br />
defined in the National Motorway Construction Program in the shortest possible time, at minimum cost,<br />
and within the framework of available resources.<br />
The Company will continue to provide high-quality financial engineering by raising loans and issuing<br />
bonds, as well as ensuring the settlement of all overdue liabilities. In doing so, the Company will regularly<br />
inform the owner and contracting authority on the financial standing of the motorway project.<br />
Motorway Management and Maintenance<br />
The maintenance and management of motorways will become increasingly more important in future<br />
as the motorway network continues to expand. Once individual sections of the motorway network are<br />
completed, interconnected and linked to the European motorway system, the Company will be capable of<br />
providing integral services to motorway users.<br />
As the motorway network expands, the scope of regular maintenance of the motorway network will<br />
increase as well. Improved productivity can only be ensured by technological development and the<br />
optimisation of business processes. In order to optimise driving conditions within the network, we shall<br />
have to find the right balance between the need to keep roads clear, particularly in winter, costs and, last<br />
but not least, environmental protection.<br />
A special challenge awaiting us in future is the development of the toll collection system. The Government<br />
of the Republic of Slovenia has adopted a policy supporting the implementation of free-flow electronic toll<br />
collection in 2008. With its experience in the management of the existing toll system, the Company can<br />
provide valuable professional support in the development of the new toll collection system.<br />
Development of New Services<br />
For the purpose of generating additional revenues, the Company shall, alongside its basic activities,<br />
develop complementary services. Consonantly with its currently predominant activities defined in the<br />
Concession Agreement and in the Agreement on the Performance of Contracts, these services will enable<br />
the further development of the Company.<br />
49 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> BUSINESS REPORT
50 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
51 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT<br />
FINANCIAL<br />
REPORT
Notes to the Financial Statements<br />
The objective of financial statements is to provide information about the financial position, performance<br />
and changes in the financial position of an entity that will be useful to a wide range of users in making<br />
economic decisions. Financial statements prepared for this purpose meet the common needs of most<br />
users, but do not provide all the information they may need to make economic decisions. For these reasons<br />
and to ensure more complete informing, financial statements must contain notes and supplementary<br />
schedules and other information providing readers with additional data and information needed for<br />
decision-making.<br />
Pursuant to the Motorway Company in the Republic of Slovenia Act (Z<strong>DARS</strong> — UPB-1, Official Gazette of RS,<br />
no. 20/2004; hereinafter: Z<strong>DARS</strong>), <strong>DARS</strong> was on 1 January 2004 transformed from a public enterprise<br />
into a public limited company functioning as a regular commercial company under the Companies Act. Its<br />
sole founder and owner of its shares is the Republic of Slovenia, which is represented by the Government<br />
of the Republic of Slovenia.<br />
Pursuant to the amended Z<strong>DARS</strong>, the State and the Company concluded two contracts:<br />
• the Agreement on the performance of tasks relating to motorway construction and reconstruction,<br />
financial engineering and related tasks under the National Motorway Construction Programme, signed<br />
on 29 April 2004 (hereinafter: Agreement on the Performance of Contracts); and<br />
• the Concession Agreement on motorway operation and maintenance in the Republic of Slovenia, signed<br />
on 29 April 2004 (hereinafter: Concession Agreement).<br />
Agreement on the Performance of Contracts<br />
The Agreement on the Performance of Contracts regulates the relationship between the State and the<br />
Company in the performance of tasks under contracts concluded with the State. These tasks are set out<br />
in Annexes I, II and III to the Agreement, as follows:<br />
• Annex I — tasks performed by the Company on behalf and for the account of the State, namely:<br />
• tasks related to spatial planning and motorway placing, and<br />
• tasks related to the acquisition of land and other real property for the needs of motorway<br />
construction;<br />
• Annex II — tasks performed by the Company on its own behalf and for the account of the State,<br />
namely:<br />
• tasks related to the preparation of project documentation required for motorway construction and<br />
reconstruction,<br />
• tasks related to motorway construction and reconstruction,<br />
• tasks related to financial engineering, and<br />
• other tasks related to contract performance;<br />
• Annex III — tasks performed by the Company either on its own behalf and for the account of the State,<br />
or on behalf and for the account of the State, namely:<br />
• tasks related to the management and use of real property acquired in connection with motorway<br />
construction, but not used entirely for motorway construction or not required for motorway operation<br />
and maintenance.<br />
The Company also performs, on its own behalf and for the account of the State, tasks related to motorway<br />
construction and reconstruction under the National Motorway Construction Programme (hereinafter:<br />
NPIAC), and manages funds earmarked for motorway construction and the repayment of borrowings<br />
for their construction (including the borrowings and debt securities issued for the purpose of financing<br />
motorway construction and reconstruction).<br />
52 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
For the performance of tasks under the Agreement on the Performance of Contracts, the Company is<br />
entitled to a compensation in an amount equal to 5.49 % of the value of works set out in the current<br />
Annual Motorway Development and Rehabilitation Plan (hereinafter: LP ROAC). Advance payments of<br />
compensation are made monthly with the prior authorisation of the Ministry of Transport for the transfer<br />
of funds from the account designated for the financing of motorway construction to the account of the<br />
Company. Final settlement is made on the basis of the value of works actually carried out and reported<br />
annually to the National Assembly.<br />
Concession Agreement<br />
The Concession Agreement regulates mutual relations in connection with the concession for motorway<br />
operation and maintenance, as well as the payment of concession tax. Motorway operation and<br />
maintenance comprises:<br />
• motorway operation,<br />
• regular maintenance of motorways and facilities on motorways, and<br />
• toll collection.<br />
A concession for regular motorway maintenance and operation is granted for all motorways maintained<br />
and operated by the Company at the time of signing the Concession Agreement, as well as for all motorways<br />
or motorway sections yet to be constructed under NPIAC in the Republic of Slovenia.<br />
The concessionaire (<strong>DARS</strong>) performs the Concession Agreement on its own behalf and for its own<br />
account, and pays the concession grantor (the State) a concession tax defined under the Agreement<br />
as the difference between tolls collected and other revenues on the one side, and recognised expenses<br />
arising from concession activities, taking into account the normal return on equity, on the other side.<br />
Recognised expenses are determined on the basis of:<br />
• the number of vehicles passing through toll stations,<br />
• the annual revenues from tolls collected,<br />
• the number of kilometres of motorways operated by the Company, and<br />
• the opportunity cost of capital (interest rate).<br />
Payments of concession tax are made monthly with the prior authorisation of the Ministry of Transport<br />
for the transfer of funds from the account of the Company to the account designated for the financing of<br />
motorway construction, where they shall be used for servicing borrowings for motorway construction.<br />
Final settlement is made on the basis of actual revenues and approved expenses not later than 8 days<br />
after receipt of the auditor’s opinion on the annual report of the Company for the respective year.<br />
In performing the Concession Agreement, the Company is entitled to use any state-owned facilities required<br />
for toll collection and motorway maintenance. The Concession Agreement stipulates that any equipment<br />
and devices under the concession are to be constructed or purchased on behalf of the State, provided<br />
they are intended for motorways whose construction is in progress at the time of signing the Concession<br />
Agreement, or was scheduled to begin in 2004. The ownership of equipment and devices mentioned in the<br />
previous sentence shall subsequently be transferred from the State to the concessionaire. Such physical<br />
assets comprise mobile equipment and devices required for toll collection and motorway maintenance,<br />
the ETC and IT systems, the driver information system, and signalisation. Other concession equipment<br />
and devices shall subsequently be provided by the Company (as a commercial company) from its own<br />
operating revenues. Upon expiry of the Concession Agreement, the State shall purchase the previously<br />
mentioned equipment and devices at the market prices determined by an independent appraiser.<br />
53 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Accounting Policies<br />
The financial statements of the Company, together with notes and disclosures of the most important<br />
categories, have been prepared in accordance with the Companies Act and the accounting and reporting<br />
requirements of the 2006 Slovene Accounting Standards (hereinafter: SAS 2006), provided they are not<br />
contrary to other regulations, Z<strong>DARS</strong>, or the Accounting Act.<br />
The financial statements and notes thereto provide a true and fair view of the Company’s operations.<br />
The fundamental accounting assumptions that have been taken into account are accrual basis and going<br />
concern. The principal qualitative characteristics of financial statements and thus of the entire accounting<br />
are understandability, relevance, reliability and comparability.<br />
The financial statements have been prepared observing the principles of prudence, substance over form,<br />
and materiality, as well as the presentation of true and fair view of assets and liabilities of the Company.<br />
Pursuant to Z<strong>DARS</strong>, the Company is required to keep separate accounts for activities pursued on behalf<br />
of the State. For this purpose the Company keeps separate accounts of state-owned assets and liabilities<br />
under management, and company-owned assets and liabilities. The Act also requires the Company to<br />
prepare consolidated financial statements for external users, while, for internal reporting purposes,<br />
separate financial statements are compiled for stated-owned assets and liabilities under management,<br />
and for company-owned assets and liabilities.<br />
The financial statements for state-owned assets and liabilities under management must be in compliance<br />
not only with the Companies Act and Slovene Accounting Standards, but also with Z<strong>DARS</strong> and the<br />
Accounting Act.<br />
Borrowings and debt securities issued by the Company on its own behalf and for the account of the<br />
State for the financing of motorway construction and reconstruction are — pursuant to Z<strong>DARS</strong> and the<br />
Agreement on the Performance of Contracts — included in the Balance Sheet showing state-owned assets<br />
and liabilities, as they are in fact investments in state-owned assets. Liabilities arising in connection with<br />
such borrowings and debt securities are also guaranteed by the State.<br />
The applied accounting policies are first explained for the Company’s assets, and then separately for<br />
state-owned assets.<br />
Foreign currency-denominated items have been translated into euros using the middle exchange rate of<br />
the Bank of Slovenia applicable on the last day of the accounting period.<br />
The financial statements are compiled in euros.<br />
54 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Valutation Methods Applied to the Company-Owned Balance Sheet Items<br />
Intangible Assets<br />
Intangible assets comprise investments in acquired industrial property rights (licenses, software).<br />
Intangible assets are initially recognised at cost, which comprises their purchase price and any costs<br />
incurred in preparing them for their intended use.<br />
Intangible assets are usually not revalued due to their increase in value.<br />
Intangible assets are presented in the balance sheet as a collective item at their carrying amount, which is<br />
the amount at which an asset is recognised after deducting any accumulated amortisation from its cost.<br />
Property, Plant and Equipment<br />
Property, plant and equipment comprise land, buildings, equipment, and tangible assets being constructed<br />
or manufactured, and are presented in the balance sheet as a collective item, by type of assets, at their<br />
carrying amount, which is the amount at which an asset is recognised after deducting any accumulated<br />
depreciation from its cost. Assets that can no longer be used because they are defective, obsolete, or<br />
similar, are permanently withdrawn from use.<br />
An item of property, plant and equipment is, on initial recognition, measured at cost. This comprises its<br />
purchase price, import duties and non-refundable purchase taxes, as well as any directly attributable<br />
costs of bringing them into working condition.<br />
Subsequent expenses associated with property, plant and equipment increase their cost, if they<br />
increase the future economic benefits generated by such assets in excess of the originally assessed<br />
ones. Subsequent expenses that result in an extension of the useful life of an item of property, plant and<br />
equipment reduce its accumulated depreciation.<br />
Repair and maintenance costs incurred to restore or maintain the future economic benefits expected from<br />
the originally assessed standard of performance of an existing item of property, plant and equipment are<br />
recognised as expenses when incurred.<br />
The difference between the net disposal proceeds and the carrying amount of an item of property, plant<br />
and equipment disposed of shall be recognised as operating revenues from revaluation if the first exceeds<br />
the latter, or as operating expenses from revaluation if the latter exceeds the first.<br />
In <strong>2007</strong>, company-owned property, plant and equipment were not revalued.<br />
55 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Depreciation / Amortisation<br />
The carrying amount of property, plant and equipment and intangible assets is reduced by the amount of<br />
depreciation / amortisation. The depreciation of property, plant and equipment and the amortisation of<br />
intangible assets are calculated based on their cost.<br />
The depreciation of an item of property, plant and equipment begins on the first day of the following<br />
month after it has been made available for use. The amortisation of an item of intangible assets begins<br />
when the asset is available for use.<br />
Amortisation / depreciation is calculated for each asset separately, using the straight line method. Land is<br />
not depreciated. Intangible assets and property, plant and equipment are amortised / depreciated at the<br />
following rates set by the Management Board:<br />
Asset Amortisation/depreciation Amortisation/depreciation<br />
rate up to 1 January <strong>2007</strong> rate as of 1 January <strong>2007</strong><br />
Software 50 % 50 %<br />
Buildings 5 % 3 %<br />
Parts of construction buildings / 6 %<br />
Equipment (office furnishings,<br />
workshop equipment, maintenance 25 % 20 %<br />
equipment, office supplies, etc.)<br />
ETC system equipment and devices 25 % 20 %<br />
Computers and computer equipment 50 % 50 %<br />
Personal cars 12.50 % 20 %<br />
Machinery 25 % 20 %<br />
Low-value assets 25 % 20 %<br />
The depreciation/amortisation rates specified in Resolution no. 64/27 of 22 March 2005 as adopted by<br />
the Management Board shall be applicable for the property, plant and equipment and intangible assets<br />
that began to be depreciated / amortised prior to the effective date of ZDDPO-2 until they are fully<br />
amortised / depreciated.<br />
The annual amortisation / depreciation charge is recognised as an expense.<br />
Property, plant and equipment and intangible assets shall continue to be depreciated amortised until an<br />
asset is fully depreciated/amortised, even if the asset is no longer in use or is withdrawn from use.<br />
56 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Long-term Investments<br />
Long-term investments are held by the Company to earn returns and thus increase its financial revenue.<br />
Long-term investments are initially recognised at cost, i.e. the amount of money invested.<br />
In accordance with Z<strong>DARS</strong>, the Company is required to invest any surplus cash in state securities or its<br />
own securities, debt securities, or deposit with first-class banks domiciled in the Republic of Slovenia.<br />
Deferred tax assets<br />
Deferred tax assets are the amounts of income tax recoverable in future periods. Deferred tax assets are<br />
recognised for all deductible temporary differences to the extent that it is probable that taxable profit will<br />
be available, against which the deductible temporary difference can be utilised.<br />
Insignificant deferred tax assets are not recognised.<br />
Inventories<br />
An inventory unit of materials is initially recognised at cost, which comprises its purchase price, import<br />
duties and other directly attributable costs of acquisition. The purchase price is reduced by any discounts<br />
received.<br />
On initial recognition, the elements of cost and the total cost of an item of inventory derive from the<br />
historical cost. Subsequently, if the latest purchase prices in the accounting period differ from prices<br />
and/or costs of same-class items of inventory, the moving average price method is used.<br />
57 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Short-term investments<br />
In accordance with Z<strong>DARS</strong>, the Company is required to invest any surplus cash in state or own securities,<br />
debt securities or deposits with first-class banks domiciled in the Republic of Slovenia.<br />
Short-term investments are initially recognised at cost, i.e. the amount of money invested.<br />
Foreign currency-denominated short-term investments are translated into national currency on the date<br />
they are incurred using the applicable middle exchange rate of the Bank of Slovenia.<br />
Short-term Operating Receivables<br />
Short-term operating receivables comprise short-term trade receivables from domestic and foreign<br />
customers, interest receivable on short-term sight deposits and investments, advances given, VAT refunds<br />
receivable, and other receivables.<br />
Short-term operating receivables are initially recognised at amounts indicated in relevant documents,<br />
provided their collection can be assumed. Foreign currency-denominated receivables are translated into<br />
national currency on the date they are incurred using the valid middle exchange rate of the Bank of<br />
Slovenia.<br />
At the balance sheet date, receivables are reassessed on the basis of objective evidence of their<br />
collectability. For doubtful and disputable receivables, allowances are set up or receivables are fully<br />
written off. Allowances are charged against operating expenses from revaluation in the full amount of<br />
such receivables.<br />
Cash<br />
This item comprises cash in hand, cash in banks, cash in transit, and call deposits. Cash in transit comprises<br />
cash that is being transferred from the Company to the bank, but will not be credited to the Company’s<br />
account within the same day.<br />
Domestic and foreign currency-denominated cash is presented separately. The first is stated at nominal<br />
value, whilst the latter is translated into national currency using the middle exchange rate of the Bank of<br />
Slovenia applicable on the date of receipt.<br />
Equity<br />
Equity is the Company’s liability to owners which falls due if the Company ceases to operate. Equity<br />
consists of called-up capital, capital surplus, revenue reserves, and temporarily undistributed net profit<br />
for the period.<br />
Capital surplus comprises the value of real assets transferred by the State to the Company upon its<br />
transformation for the purpose of motorway operation and maintenance, and the general capital<br />
revaluation adjustment, which was transferred to capital surplus on 1 January 2006.<br />
Legal reserves are set up in accordance with the Companies Act and must amount to at least 10 per cent<br />
of the Company’s share capital. Other revenue reserves comprise non-nominal capital and are increased<br />
annually through the appropriation of net profit.<br />
Equity components and changes in equity are disclosed in the Statement of Changes in Equity.<br />
58 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Provisions and long-term accrued costs and deferred revenue<br />
Provisions are formed by an entity for its present obligations that arise from obligating past events and<br />
are expected to be settled in a period that cannot be defined with certainty, but a reliable estimate can be<br />
made of the amount of obligations. Long-term provisions are set up for accrued costs or expenses and are<br />
decreased by the amounts of costs or expenses for which they were formed in accordance with the plan.<br />
Long-term accrued costs and deferred revenue comprise deferred revenue expected to cover estimated<br />
expenses in a period of more than one year.<br />
In accordance with SAS 2006, the Company set up long-term provisions for termination benefits upon<br />
retirement and jubilee benefits based on actuarial calculations. These were made as at 31 December<br />
<strong>2007</strong> for each and every employee, taking into account the costs of termination benefits upon retirement<br />
under their employment contracts, as well as the costs of all jubilee benefits that an employee would<br />
receive for his/her period of service until retirement.<br />
In 2006, the Company joined a pension scheme for collective supplementary pension insurance. In<br />
accordance with an agreement concluded with trade unions, all the Company’s employees were entitled<br />
to join this scheme, except those being of retirement age on 31 December 2006, i.e. 50 years (women)<br />
and 55 years (men). The employer shall pay to these employees a lump sum equal to the interest-free<br />
premiums it would have to pay on their behalf had they been included in the pension scheme. For this<br />
purpose, the Company also set up long-term provisions.<br />
Long-term provisions for long-term accrued costs are also set up with regard to the possible unfavourable<br />
outcome of lawsuits related to motorway operation and maintenance, as well as labour lawsuits.<br />
In 2005, 2006 and <strong>2007</strong>, the Company set up long-term provisions for long-term accrued costs related to<br />
employment relationships that will arise upon the introduction of the new satellite toll system. Such a toll<br />
system, under which motorway users pay a toll based on the number of kilometres driven, is — pursuant<br />
to a decision adopted by the Government at its 51st session of 22 November 2001 — the ultimate vision<br />
and objective of the Slovene motorway system. The deadline for the implementation of the new satellite<br />
toll system is August 2009 for freight traffic and December 2010 for other vehicles.<br />
The Company has assessed that, as a consequence of the changed toll system, some 300 employees<br />
will become redundant. Based on the Company’s current needs, some of them will be retrained for other<br />
professions, primarily in the area of road supervision. Sixteen employees will have the possibility of<br />
purchasing additional years of service. The Company has thus accrued one quarter of such costs in the<br />
<strong>2007</strong> costs and has accordingly set up long-term provisions.<br />
The Company has assessed that an estimated 100 employees will receive severance pay. One quarter of<br />
such costs has therefore been accrued for this purpose in the <strong>2007</strong> costs, and long-term provisions have<br />
therefore been set up accordingly. The remaining quarter of estimated costs arising from employment<br />
relations will gradually be charged against the Company’s operating results in 2008.<br />
Long-term accrued costs and deferred revenue comprise long-term deferred revenue in the amount cofinanced<br />
by users of the ETC (electronic toll collection) system. This co-financing relates to long-term<br />
provisions for warranties granted on the sale of electronic tags since 2004. At the end of each accounting<br />
period, long-term accrued costs and deferred revenue are restated to the present value of expenses<br />
required to settle the liability. Up to 31 December 2003, long-term provisions were included in the balance<br />
sheet of state-owned assets and liabilities under management.<br />
The item of long-term accrued costs and deferred revenue includes long-term deferred revenue from<br />
earmarked grants received by the Company for the acquisition of assets. They are intended to cover<br />
depreciation expense of such assets and are used by being transferred to operating revenue.<br />
59 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Short-term Operating Liabilities<br />
Short-term operating liabilities comprise short-term trade payables relating to motorway operation and<br />
maintenance, payables to employees, and payables to the State for taxes and contributions.<br />
Short-term operating liabilities are initially recognised at amounts indicated in relevant documents,<br />
provided that creditors require their settlement. Foreign currency-denominated liabilities are translated<br />
into national currency on the date they are incurred using the applicable middle exchange rate of the<br />
Bank of Slovenia.<br />
Short-term Accrued and Deferred Items<br />
Deferred costs and accrued revenue are amounts incurred, but not yet charged against an entity’s<br />
activities and they do not yet affect its profit or loss.<br />
Short-term accrued costs and deferred revenue comprise items of accrued costs and short-term deferred<br />
revenue.<br />
Accrued costs are costs that affect the Company’s profit or loss for the period, but are not expected to<br />
be incurred until the next accounting period. They are accrued on the basis of liabilities recognised in<br />
advance. In <strong>2007</strong>, short-term accrued costs and deferred revenue were set up on the basis of accrued<br />
costs of severance pays for business reasons and accrued costs of services.<br />
Short-term deferred revenue arises when services to be rendered in the future have already been invoiced<br />
or even paid. The Company’s short-term deferred revenue comprises revenue from tolls collected in the<br />
form of top-ups (via ETC and <strong>DARS</strong> tags) made in <strong>2007</strong> but not used in the same year. These will be<br />
recognised as deferred revenue until they have actually been used by road users.<br />
Mutual Relations Between the State and the Company<br />
The Balance Sheet showing company-owned assets and liabilities also comprises receivables due from the<br />
State in respect of the use of company-owned assets to finance state-owned assets under management.<br />
The Balance Sheet showing state-owned assets under management also comprises liabilities of the same<br />
amount owed by the State to the Company.<br />
The Balance Sheet showing company-owned assets and liabilities also comprises liabilities to the State<br />
associated with the use of state-owned assets under management to finance company-owned assets. The<br />
Balance Sheet showing state-owned assets and liabilities comprises receivables of the same amount due<br />
from the Company to the State.<br />
The Consolidated Balance Sheet does not include these transactions, as they are offset against one<br />
other.<br />
60 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Revenue<br />
Revenue is recognised if increases in economic benefits during the accounting period are associated with<br />
increases in assets or decreases in liabilities, and if they can be reliably measured. Revenue is recognised<br />
provided it can be reasonably assumed that it will eventually result in cash receipts. Revenue is classified<br />
into operating revenue, financial revenue, and other revenue.<br />
Net sales comprise:<br />
• tolls collected;<br />
• rentals paid by various service providers to use motorway service areas;<br />
• revenue from motorway closures and extraordinary freight transports;<br />
• revenue from easement for the installation of facilities and devices of public importance alongside<br />
motorways;<br />
• revenue from telecommunications;<br />
• revenue under the Agreement on the Performance of Contracts. The Company is entitled to a<br />
compensation for the performance of tasks thereunder, which is expressed as a percentage of the value<br />
of all works set out in the current AP ROAC. Advance payments of compensation are made monthly<br />
with prior authorisation of the Ministry of Transport to transfer funds from the account designated for<br />
the financing of motorway construction to the account of the Company. Final settlement is done on<br />
the basis of the value of works actually carried out and reported to the National Assembly on a yearly<br />
basis. Based on an analysis of the Company’s actual costs incurred in 2003 and the estimated costs of<br />
engineers in 2004, the compensation for the years 2004, 2005, 2006 and <strong>2007</strong> was determined at<br />
5.49 % of the value of motorway construction and reconstruction works.<br />
The contracting parties shall revise the above-mentioned percentage every two years. If the costs<br />
actually incurred by the Company exceed those recognised under the Agreement on the Performance<br />
of Contracts by more than 5 % with respect to the tasks to be performed by the Company thereunder,<br />
each contracting party may request that the compensation be changed, but only for the subsequent<br />
year. In March 2006, the Government of the Republic of Slovenia set up an expert group with the task<br />
of reviewing the actually recognised expenses under the Agreement on the Performance of Contracts<br />
and the Concession Agreement.<br />
The compensation can be increased or decreased by 10 % to reflect any cost savings or overruns against<br />
the approved costs of the investment programme. The incentive, however, may not exceed 1 % of the<br />
investment value approved by the Minister of Transport, and applies only to projects approved after the<br />
Agreement on the Performance of Contracts was signed. The initial compensation is determined on the<br />
basis of historical data, but can be subsequently adjusted in case of justified changes in expenses. Such<br />
adjustments can not have a retroactive effect, which means that each contracting party shall assume<br />
its own share of risk for the current financial year;<br />
• other operating revenue.<br />
Financial revenue comprises interest revenue and foreign exchange gains. Financial revenue is recognised,<br />
unless there is justified doubt as to its amount and collectability. Interest revenue is recognised on a time<br />
proportion basis taking account of the outstanding principal amount and the applicable interest rate.<br />
Other revenue comprises unusual items increasing profit or loss for the period (damages received,<br />
remuneration for the employment of disabled persons above the quota,..).<br />
61 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Expenses<br />
Expenses are recognised if decreases in economic benefits during the accounting period are associated<br />
with decreases in assets or increases in liabilities, and if they can be reliably measured. Expenses shall be<br />
classified into operating expenses, financial expenses and other expenses.<br />
The Company’s operating expenses comprise expenses associated with motorway operation and<br />
maintenance under the Concession Agreement. They comprise:<br />
• costs of materials;<br />
• costs of services, which include:<br />
• concession tax payable under the Concession Agreement, which regulates the relationship between<br />
the State and the Company as its concessionaire for motorway operation and maintenance. The<br />
concessionaire (<strong>DARS</strong> d.d.) executes the Concession Agreement on its own behalf and for its own<br />
account, for which it pays the concession grantor (the Republic of Slovenia) a concession tax<br />
expressed as the difference between tolls collected and other revenue generated by the Company<br />
on the one hand, and expenses incurred in executing the Concession Agreement, taking into account<br />
a normal return on equity, on the other hand. These are recognised on the basis of the number of<br />
vehicles passing through tall booths, the annual revenue from tolls collected, and the number of<br />
kilometres of motorways operated by the Company. Concession tax is paid by the Company monthly<br />
to the account designated for the financing of construction and reconstruction under the Agreement<br />
on the Performance of Contracts. Final settlement of the annual amount of concession tax is made<br />
on the basis of actual revenue and approved expenses within 8 days of receipt of the Auditor’s Report<br />
on the financial statements of the Company for the respective year;<br />
• the costs of engineers supervising motorway construction, reconstruction and maintenance. Under<br />
the Agreement on the Performance of Contracts and the Concession Agreement, these costs are<br />
borne by the Company, for which it is entitled to a compensation under the Agreement on the<br />
Performance of Contracts;<br />
• the costs of services required for motorway maintenance and operation, and toll collection;<br />
• labour costs;<br />
• amortisation / depreciation expenses (for more information, see notes to intangible assets and property,<br />
plant and equipment); and<br />
• other operating expenses.<br />
Financial expenses comprise interest expenses and foreign exchange losses. They are recognised when<br />
accrued, regardless of related payments.<br />
Other expenses comprise unusual items that decrease the profit or loss for the period.<br />
62 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Income Tax<br />
Income tax is calculated in accordance with the Income Tax Act. The tax base is the profit for the year,<br />
increased by non-deductible expenses and decreased by tax relief. Tax is payable on the base at a rate of<br />
23 %.<br />
Cash Flow Statement<br />
The Cash Flow Statement has been prepared using the indirect method on the basis of the Balance Sheets<br />
as at 31 December <strong>2007</strong> and as at 31 December 2006, and on the basis of the Income Statement for <strong>2007</strong>,<br />
as well as from additional information required for adjustments to be made to inflows and outflows.<br />
The Cash Flow Statement comprises cash flows from operating, investing and financing activities.<br />
63 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Valutation Method Applied to the State-owned Balance Sheet Items under Management<br />
Property, Plant and Equipment under Management<br />
Property, plant and equipment are presented in the Balance Sheet as a collective item, by type of assets,<br />
at their carrying amount, which is the amount at which an asset is recognised after deducting any<br />
accumulated depreciation from its cost. Assets that can no longer be used because they are defective,<br />
obsolete, or similar, are permanently withdrawn from use.<br />
Property, plant and equipment under management are classified into:<br />
1. Land, comprising:<br />
• land of motorway maintenance centres that has been partly eliminated;<br />
2. Buildings, comprising capitalised motorways or motorways taken into use:<br />
a) substructure, comprising:<br />
• land acquired,<br />
• construction works carried out on the substructure,<br />
• costs of archaeological excavations,<br />
• costs of technical documentation,<br />
• costs of financing motorway construction,<br />
• costs of supervising motorway construction, etc.;<br />
b) surface structure, comprising:<br />
• construction works carried out on the surface structure or roadway,<br />
• safety fences and sound barriers,<br />
• vertical and horizontal signalisation,<br />
• traffic management system, emergency call system and telecommunications system;<br />
c) facilities, comprising:<br />
• viaducts and bridges,<br />
• overpasses and underpasses,<br />
• tunnels with equipment;<br />
d) buildings on motorways, comprising:<br />
• motorway maintenance centres,<br />
• toll collection stations, including booths and roofing,<br />
• other buildings (transformer substations);<br />
e) facilities operated by others and comprising:<br />
• property, plant and equipment for infrastructure and facilities which, under applicable law, cannot<br />
be operated by the Company and will therefore be transferred to authorised operators, such as:<br />
• infrastructure and facilities for water course regulation,<br />
• infrastructure and facilities for the relocation of plumbing, electrical and other utility systems,<br />
• infrastructure and facilities related to deviations and road works (such as construction of<br />
overpasses and underpasses, service bays, etc.) on roads other than motorways (state,<br />
municipal, local roads, etc.) and railways carried out by the Company for the purpose of motorway<br />
construction or reconstruction;<br />
3. Other motorway equipment, comprising:<br />
• ongoing investments in the equipment of motorway maintenance centres,<br />
• state-owned equipment to be permanently withdrawn from use because it is defective, obsolete, or<br />
similar;<br />
4. Property, plant and equipment under construction comprise motorways, facilities and motorway<br />
maintenance centres under construction.<br />
64 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
The cost of motorways constructed or under construction comprises the following:<br />
• the revalued cost and accumulated depreciation of motorways transferred by the State to the Company<br />
for management upon its establishment in 1994; and<br />
• the costs, at invoice value, required to bring motorways, facilities or maintenance centres into service:<br />
costs related to technical-document preparation, land acquisition, valuation of compensation payable to<br />
third persons for land acquired, change of land use, engineering (until the end of 2003), the Agreement<br />
for the Performance of Contracts (the agency services provided), and financing (interest on borrowings<br />
drawn down until the completion of construction works, bank charges on borrowings) incurred until final<br />
acceptance by the investor, as well as other construction-related costs (archaeological excavations,<br />
audits, quality controls, etc.).<br />
The above-mentioned cost also comprises the revaluation of cost carried out by use of the cost of living<br />
index up to the end of 2001.<br />
The depreciation of property, plant and equipment under management is carried out on an item-by-item<br />
basis and begins on the first day of the month following the month in which the asset was first made<br />
available for use. Property, plant and equipment under management start being used on the day when a<br />
motorway is opened for traffic, even if there are still defects to be corrected.<br />
The Company employs the straight-line depreciation method.<br />
The basis for depreciation is the full cost of property, plant and equipment under management. The basis<br />
for depreciation also includes capitalised subsequent investments that increase the future economic<br />
benefits of property, plant and equipment under management. Subsequent expenses related to existing<br />
motorways that result in an extension of their useful life (reconstruction of roadways, facilities and<br />
equipment) reduce their accumulated depreciation.<br />
The legal basis for depreciation of state-owned assets under management by the Company is the<br />
Accounting Act (Official Gazette of RS, no. 23/1999) and, on the basis thereof, the adopted “Rules on<br />
the method and rates of depreciation applying to intangible assets and property, plant and equipment”<br />
(Official Gazette of RS, no. 45/2005). Pursuant to the above mentioned rules, the Company used the<br />
following depreciation rates in <strong>2007</strong>:<br />
Item of property, plant and equipment<br />
Depreciation rate<br />
Motorway parts:<br />
surface structure 5 %<br />
substructure -<br />
facilities (tunnels, viaducts, bridges) 2 %<br />
Facilities operated by others -<br />
Buildings 3 % / 4 %<br />
State-owned equipment (average rate) 20.9 %<br />
Property, plant and equipment transferred to authorised operators are not depreciated (they will be<br />
transferred at their cost to authorised operators, who will decide how to revalue and depreciate them).<br />
The depreciation expense related to property, plant and equipment under management is charged against<br />
long-term liabilities to the State, as this expense is not included in the price for motorway usage and the<br />
State has not allocated any special funds for this purpose.<br />
Property, plant and equipment under management were not revalued in <strong>2007</strong>.<br />
65 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Short-term Investments in other Entities<br />
In line with Z<strong>DARS</strong>, the Company is required to invest any surplus cash in State or own securities, debt<br />
securities, or deposits with first-class banks domiciled in Slovenia.<br />
Short-term investments denominated in foreign currency are translated into the national currency<br />
(euro) using the middle exchange rate of the Bank of Slovenia applicable on the balance sheet date.<br />
Any exchange rate difference arising from translation increases or decreases the Company’s long-term<br />
liabilities to the State.<br />
Short-term Operating Receivables<br />
Short-term operating receivables comprise short-term trade receivables, short-term input VAT receivable,<br />
short-term European funds receivable, and short-term interest receivable on sight and other deposits.<br />
Short-term operating receivables are initially recognised at amounts indicated in relevant documents,<br />
provided their collection can be assumed. Interest is calculated in accordance with the relevant contract<br />
upon maturity and on the balance sheet date. There are no foreign currency-denominated receivables<br />
among short-term trade receivables under state-owned assets managed by the Company.<br />
Cash<br />
This item comprises balances in bank accounts denominated in local or foreign currencies. The latter<br />
are translated into local currency using the middle exchange rate of the Bank of Slovenia applicable<br />
on the balance sheet date. Exchange rate differences arising from translation increase or decrease the<br />
Company’s long-term liabilities to the State.<br />
Mutual Relations Between the State and the Company<br />
The Balance Sheet showing state-owned assets under management of the Company also comprises<br />
the State’s receivables due from the Company associated with the use of state-owned assets under<br />
management to finance company-owned assets. The Balance Sheet showing company-owned assets and<br />
liabilities comprises the Company’s liabilities to the State in the same amount.<br />
The Balance Sheet showing state-owned assets under management also comprises liabilities to the<br />
Company associated with the use of company-owned assets to finance state-owned assets under<br />
management. The Balance Sheet showing company-owned assets and liabilities comprises the Company’s<br />
receivables due from the State in the same amount.<br />
The Consolidated Balance Sheet does not include the above-mentioned transactions, as they are offset<br />
against one other.<br />
Provisions and Long-term Accrued Costs and Deferred Revenues<br />
Long-term accrued costs and deferred revenues set up in the previous periods are reduced by the amounts<br />
used in accordance with the plan and purpose for which they were set up.<br />
Until 1 January 2004, long-term accrued costs and deferred revenue were set up under state-owned<br />
assets under management in the amount equal to the share co-financed by the users of ETC tags. These<br />
are long-term provisions for guarantees given for ETC tags or liabilities to reimburse the non-depreciated<br />
portion of purchase money for such tags in the event that they are returned by users (the Company has<br />
given users a period of 7 years to return the tags). These long-term provisions are initially recognised<br />
66 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
in the amount paid by users, which only partly covers the full cost of an ETC tag. At the end of each<br />
accounting period, long-term provisions are restated to reflect the present value of expenses expected to<br />
be required to settle liabilities. In previous periods, reversed long-term provisions were used to purchase<br />
new ETC tags, and simultaneously increased the Company’s liabilities to the State arising from the portion<br />
of tolls earmarked for investments in property, plant and equipment.<br />
As of 1 January 2004, ETC tags are no longer purchased with state-owned assets under management,<br />
but instead with company-owned assets, which is why the related provisions have been included in the<br />
Balance Sheet under company-owned assets. The reversal of long-term provisions set up in previous<br />
periods represents an additional source of funds to finance motorway construction.<br />
Long-term Financial Liabilities to banks Arising from Borrowings to Acquire Property, Plant and<br />
Equipment under Management<br />
This item comprises long-term domestic and foreign borrowings to finance motorway construction.<br />
Long-term financial liabilities maturing in a period of less than one year after the balance sheet date are<br />
recorded under short-term financial liabilities.<br />
Long-term financial liabilities are initially recognised at the amounts indicated in relevant documents<br />
evidencing the receipt of cash. Foreign currency-denominated liabilities are translated into national<br />
currency on the date they are incurred using the applicable middle exchange rate of the Bank of<br />
Slovenia.<br />
At the end of an accounting period, long-term financial liabilities related to foreign borrowings are<br />
translated into national currency using the middle exchange rate of the Bank of Slovenia applicable on<br />
the balance sheet date. The revaluation of long-term financial liabilities decreases the Company’s longterm<br />
liability to the State.<br />
Interest paid on long-term borrowings to finance motorway construction increases the cost of relevant<br />
motorway sections for as long as they are under construction. Once they are opened for traffic, the<br />
interest paid on borrowings decreases the Company’s liabilities by the amount of interest paid.<br />
Pursuant to Z<strong>DARS</strong> and the Agreement on the Performance of Contracts, the Company borrows to finance<br />
motorway construction and reconstruction on its own behalf and for the account of the State. Liabilities<br />
arising from these borrowings are secured by the State’s guarantee.<br />
Long-term financial liabilities from bonds issued to finance the acquisition of property, plant and<br />
equipment under management<br />
Long-term financial liabilities from bonds are initially recognised at amounts indicated in relevant<br />
documents evidencing the receipt of cash.<br />
Interest paid on bonds issued to finance motorway construction increases the cost of relevant motorway<br />
sections for as long as they are under construction. Once they are opened to traffic, the interest paid<br />
decreases the liabilities by the amount of interest paid.<br />
Pursuant to Z<strong>DARS</strong> and the Agreement on the Performance of Contracts, the Company issues bonds to<br />
finance motorway construction and reconstruction on its own behalf and for the account of the State.<br />
Liabilities arising in connection with these bonds are secured by the State’s guarantee.<br />
67 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Long-term Operating Liabilities Arising from State-owned assets under Management<br />
These liabilities comprise the following:<br />
• the value of constructed motorways and motorways under construction transferred by the State to the<br />
Company for management upon its establishment;<br />
• the effects of revaluation of capitalised constructed motorways and motorways under construction<br />
carried out in 1994-2001 by use of the cost of living index;<br />
• funds earmarked for motorway construction and reconstruction (interest-bearing until 31 March 2002)<br />
obtained pursuant to the Act on the Allocation of Funds for the Construction of Roads Determined in<br />
the National Motorway Construction Programme (Official Gazette of RS, nos. 57/98 and 18/02);<br />
• collected tolls which, pursuant to the current LP ROAC and the budget, were up to 31 December 2003<br />
earmarked for motorway construction, reconstruction of roadways, facilities and equipment (repairs<br />
and maintenance), repayment of principal of and interest on investment borrowings, as well as for the<br />
acquisition of property, plant and equipment (motorway maintenance equipment);<br />
• insurance benefits received until 31 December 2002 as a compensation for damages on motorways;<br />
• interest received on investments made and on sight deposits in the account designated for motorway<br />
construction;<br />
• the effects of a subsequent revaluation of constructed motorways and motorways under construction<br />
carried out in 2001;<br />
• concession tax, which is, pursuant to Z<strong>DARS</strong>, determined in the Concession Agreement as a long-term<br />
source for the repayment of principal of and interest on borrowings for motorway construction and<br />
reconstruction;<br />
• the paid-in surplus related to bonds issued;<br />
• funds received from the Cohesion Fund for motorway construction;<br />
• value of land obtained free of charge for motorway construction;<br />
• funds obtained from the European Fund for Regional Development — technical assistance,<br />
• financial support from the European Union for the TEN-T project, and<br />
• European Union funds for the TEMPO international programme.<br />
Long-term operating liabilities arising from state-owned assets under management are then reduced by<br />
the following:<br />
• the amount of revaluation of long-term domestic and foreign borrowings;<br />
• the amount of revaluation of balances in foreign currency-denominated accounts and certificates;<br />
• writedowns related to assets under management, given that this expense is not included in the price of<br />
motorway usage and that no funds are provided by the State to cover it;<br />
• the value of property, plant and equipment transferred free of charge to other operators;<br />
• interest paid on borrowings and bonds issued for the acquisition of property, plant and equipment<br />
under management; and<br />
• the amount of additional allowance for constructed motorways and motorways under construction<br />
transferred by the State to the Company for management upon the Company’s establishment<br />
(reassessment carried out in 2001).<br />
68 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Long-term Operating Liabilities Arising from Municipality-owned Assets under Management<br />
These liabilities are recorded in the amount of co-financing of motorway construction by local communities<br />
and public utilities.<br />
Short-term Financial Liabilities to Banks<br />
Short-term financial liabilities to banks arising from borrowings for the acquisition of property, plant and<br />
equipment under management comprise the short-term portion of long-term financial liabilities maturing<br />
in the following year.<br />
Other short-term financial liabilities to banks comprise interest accrued by 31 December <strong>2007</strong> on<br />
borrowings and bonds issued to finance motorway construction and reconstruction.<br />
Short-term Trade Payables<br />
Short-term trade payables comprise trade payables to domestic and foreign contractors of construction<br />
works, as well as purchase price and compensation payable to third persons for land acquired.<br />
Short-term trade payables are initially recognised at amounts indicated in relevant documents, provided<br />
that creditors demand their settlement.<br />
69 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Financial Statements of <strong>DARS</strong> d.d.<br />
The Company has prepared the following financial statements for tax and statistical purposes:<br />
• Consolidated Balance Sheet,<br />
• Income Statement of <strong>DARS</strong> d.d.,<br />
• Consolidated Cash Flow Statement,<br />
• Statement of Changes in Equity,<br />
• Statement of Accumulated Profit and Proposed Appropriation<br />
Pursuant to the Motorway Company of the Republic of Slovenia Act (Z<strong>DARS</strong>) and the Accountancy Act,<br />
the Company has to subdivide the balance sheet for the needs of the internal users into:<br />
• a balance sheet showing assets and liabilities owned by the Company, and<br />
• a balance sheet showing assets and liabilities of the Republic of Slovenia under the management of<br />
<strong>DARS</strong> d.d.<br />
The company-owned assets comprise assets, receivables, investments and cash required by the Company<br />
for motorway operation and maintenance.<br />
The state-owned assets under management of the Company comprise the following property, plant and<br />
equipment under management: motorways constructed or under construction, receivable, investments,<br />
and cash required by the Company for construction. The owner of these assets, the Republic of Slovenia,<br />
transferred the assets to the Company for management, but without transferring the right of ownership.<br />
The Company does not prepare the income statement for the state-owned assets under management of<br />
the Company, because any “revenue” generated under the Agreement on the Performance of Contracts<br />
represents an additional source of funding for motorway construction, and any “expenses” incurred<br />
under the respective agreement increase the cost of motorways.<br />
70 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Consolidated balance sheet as at 31 December <strong>2007</strong><br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
ASSETS 5,127,370,135 4,645,562,033<br />
A. LONG-TERM ASSETS 5,038,613,218 4,571,132,471<br />
I. Intangible assets and long-term deferred costs and accrued revenue 354,472 208,608<br />
1. Concessions, patents, licences, trademarks and similar rights 354,472 208,608<br />
II. Property, plant and equipment 5,036,611,072 4,569,220,650<br />
1. Land and buildings 3,820,366,135 3,799,367,305<br />
a) Land 772,592 767,605<br />
b) Buildings 3,819,593,543 3,798,599,701<br />
3. Other plant and equipment 17,094,399 17,403,377<br />
4. Property, plant and equipment being acquired 1,199,150,538 752,449,968<br />
a) Property, plant and equipment in the course of construction 1,199,150,538 752,449,968<br />
IV. Long-term investments 674,641 668,632<br />
1. Long-term investments, excluding loans 674,641 668,632<br />
c) Other shares and interests 964 964<br />
d) Other long-term investments 673,677 667,668<br />
VI. Deferred tax assets 973,033 1,034,581<br />
B. CURRENT ASSETS 87,494,442 73,389,352<br />
II. Inventories 1,893,165 1,844,569<br />
1. Material 1,893,165 1,844,569<br />
III. Short-term investments 47,038,209 13,435,552<br />
1. Short-term investments, excluding loans 47,038,209 13,435,552<br />
c) Other short-term investments 47,038,209 13,435,552<br />
IV. Short-term operating receivables 33,483,829 43,883,527<br />
2. Short-term trade receivables 6,968,818 5,691,357<br />
3. Short-term operating receivables due from others 26,515,011 38,192,169<br />
V. Cash 5,079,239 14,225,705<br />
C. SHORT-TERM DEFERRED COSTS AND ACCRUED REVENUE 1,262,475 1,040,210<br />
OFF BALANCE SHEET ITEMS 397,346,760 357,238,088<br />
71 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
LIABILITIES 5,127,370,135 4,645,562,033<br />
A. EQUITY 49,023,704 40,295,545<br />
I. Called-up capital 212,823 212,819<br />
1. Share capital 212,823 212,819<br />
II. Capital surplus 26,428,057 26,428,057<br />
III. Revenue reserves 17,130,755 11,878,691<br />
1. Legal reserves 21,282 21,282<br />
5. Other revenue reserves 17,109,473 11,857,409<br />
VI. Net profit or loss for the period 5,252,069 1,775,978<br />
B. PROVISIONS AND LONG-TERM ACCRUED COSTS AND DEFERRED REVENUE 5,738,414 5,359,612<br />
1. Provisions for pensions and similar liabilities 1,778,730 1,757,135<br />
2. Other provisions 3,773,735 3,564,541<br />
3. Long-term accrued costs and deferred revenue 185,949 37,936<br />
C. LONG-TERM LIABILITIES 4,847,996,919 4,351,201,166<br />
I. Long-term financial liabilities 2,198,663,420 1,714,476,809<br />
2. Long-term financial liabilities to banks 2,038,297,872 1,554,111,261<br />
3. Long-term financial liabilities from bonds 160,365,548 160,365,548<br />
II. Long-term operating liabilities 2,649,333,499 2,636,724,357<br />
6. Long-term liabilities for state-owned assets under management 2,626,780,055 2,614,951,901<br />
7. Long-term liabilities for municipality-owned assets under management 20,748,712 19,993,272<br />
8. Long-term liabilities for other assets under management 1,804,732 1,779,184<br />
D. SHORT-TERM LIABILITIES 215,659,170 241,161,903<br />
II. Short-term financial liabilities 77,216,776 70,537,374<br />
2. Short-term financial liabilities to banks 77,216,776 70,537,374<br />
III. Short-term operating liabilities 138,442,394 170,624,529<br />
2. Short-term trade payables 132,573,558 167,591,752<br />
4. Short-term advances payable 16,059 13,959<br />
5. Other short-term operating liabilities 5,852,777 3,018,818<br />
E. SHORT-TERM ACCRUED COSTS AND DEFERED REVENUE 8,951,928 7,543,806<br />
OFF BALANCE SHEET ITEMS 397,346,760 357,238,088<br />
72 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Income statement of <strong>DARS</strong> d.d. for the period from 1 January to 31 December <strong>2007</strong><br />
in EUR <strong>2007</strong> 2006<br />
(without cents)<br />
1. Net sales 208,879,897 175,320,633<br />
Revenue from tolls 174,719,492 151,951,470<br />
Revenue from rentals 4,380,392 3,988,316<br />
Revenue from road closure and overweight load transports 1,406,321 1,229,410<br />
Revenue from easements 162,073 67,069<br />
Revenue under agency agreement 26,398,091 17,882,299<br />
Other sales revenue 1,813,528 202,069<br />
4. Other operating revenue 2,244,314 3,014,804<br />
5. Costs of goods, materials and services -161,388,468 -136,712,889<br />
a) Costs of materials -9,487,267 -7,494,520<br />
b) Costs of services -29,264,001 -26,113,222<br />
c) Costs of charges under the Concession Agreement -122,637,200 -103,105,148<br />
6. Labour costs -27,557,899 -26,178,259<br />
a) Payroll costs -19,186,004 -18,860,817<br />
b) Social security costs -3,793,581 -3,352,638<br />
c) Other labour costs -4,578,314 -3,964,804<br />
7. Writedowns -8,074,260 -9,314,981<br />
a) Depreciation and amortisation expense -8,002,348 -9,265,291<br />
b) Operating expenses for revaluation of intangible assets and<br />
property, plant and equipment<br />
-12,752 -17,617<br />
c) Operating expenses for revaluation of current operating assets -59,160 -32,072<br />
8. Other operating expenses -1,834,670 -2,015,955<br />
10. Financial revenue from loans 1,367,283 890,654<br />
b) Financial revenue from loans to others 1,367,283 890,654<br />
11. Financial revenue from operating receivables 14,647 1,186,717<br />
b) Financial revenue from operating receivables due from others 14,647 1,186,717<br />
13. Financial expenses for financial liabilities 0 -43,169<br />
d) Financial expenses for other financial liabilities 0 -43,169<br />
14. Financial expenses for operating liabilities -11,701 -46,897<br />
b) Financial expenses for trade payables -3,032 -5,507<br />
c) Financial expenses for other operating liabilities -8,669 -41,389<br />
15. Other revenue 85,168 24,912<br />
16. Other expenses -17,471 -4,510<br />
17. Income tax -3,141,155 -2,059,536<br />
18. Deferred taxes -61,548 97,437<br />
19. Net profit or loss for the period 10,504,137 4,158,963<br />
73 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Consolidated cash flow statement for the period from 1 January to 31 December <strong>2007</strong><br />
v EUR (without cents) <strong>2007</strong> 2006<br />
A. Cash flows from operating activities<br />
a) Items of income statement<br />
Operating revenues (except from revaluation) and financial revenues<br />
from operating receivables<br />
Operating expenses excluding amortisation / depreciation (except from<br />
revaluation) and financial expenses from operating liabilities<br />
212,559,422 179,547,066<br />
-190,869,368 -164,990,581<br />
Income taxes and other taxes not included in operating expenses -3,202,703 -1,962,099<br />
b) Changes in net operating assets in balance sheet items (including accruals<br />
and deferrals, provisions and deferred tax liabilities)<br />
18,487,351 12,594,387<br />
Opening less closing operating receivables 11,892,036 -20,976,516<br />
Opening less closing deferred costs and accrued revenues -222,265 -936,889<br />
Opening less closing deferred tax assets 61,548 -97,437<br />
Opening less closing inventories -48,597 -317,888<br />
Closing less opening operating liabilities -22,926,160 117,364,739<br />
Closing less opening accrued costs and deferred revenue, and provisions 1,786,924 4,912,508<br />
-9,456,513 99,948,516<br />
c) Net cash from operating activities (a + b) 9,030,838 112,542,902<br />
B. Cash flows from investing activities<br />
a) Cash receipts from investing activities<br />
Interest and dividends received from investing activities -2,177,366 339,174<br />
Cash receipts from disposal of property, plant and equipment 26,560 49,347<br />
Cash receipts from disposal of long-term investments 0 12,479,196<br />
Cash receipts from disposal of short-term investments 673,542,723 489,520,949<br />
671,391,917 502,388,666<br />
b) Cash payments from investing activities<br />
Cash payment to acquire intangible assets -368,466 -182,485<br />
Cash payment to acquire property, plant and equipment -475,183,604 -399,799,337<br />
Cash payments to acquire short-term investments -707,145,380 -461,446,223<br />
-1,182,697,451 -861,428,044<br />
c) Net cash from investing activities (a + b) -511,305,534 -359,039,378<br />
C. Cash flows from financing activities<br />
a) Cash receipts from financing activities<br />
Cash proceeds from increase in long-term financial liabilities 546,780,633 440,540,035<br />
Cash proceeds from increase in short-term financial liabilities 198,081,310 61,289,183<br />
744,861,943 501,829,218<br />
b) Cash payments from financing activities<br />
nterest paid on financing activities 3,353,167 1,832,653<br />
Cash repayments of short-term financial liabilities -253,310,902 -241,342,087<br />
Dividends and other profit shares paid -1,775,978 -2,580,150<br />
-251,733,713 -242,089,585<br />
c) Net cash from financing activities (a + b) 493,128,230 259,739,633<br />
D. Closing balance of cash 5,079,239 14,225,705<br />
x) Net increase/decrease in cash (sum total of net cash Ac, Bc and Cc) -9,146,466 13,243,157<br />
y) Opening balance of cash 14,225,705 982,548<br />
74 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Statement of changes in equity in the period from 1 January to 31 December <strong>2007</strong><br />
in EUR<br />
(without cents)<br />
I. II. III. V. VI.<br />
Capital Revenue reserves Retained<br />
surplus<br />
earnings<br />
Called-up<br />
capital<br />
Net profit or<br />
loss for the<br />
period<br />
1. 1. 4. 1.<br />
Legal<br />
reserves<br />
Share<br />
capital<br />
Other<br />
revenue<br />
reserves<br />
Net profit for<br />
the period<br />
Total equity<br />
A. 1 Balance at 31<br />
December 2006<br />
a) Changes due to<br />
transition to euro<br />
212,819 26,428,057 21,282 11,857,409 0 1,775,978 40,295,545<br />
4 -4 0<br />
A. 2 Balance at 1 January<br />
<strong>2007</strong><br />
212,823 26,428,057 21,282 11,857,405 1,775,978 0 40,295,545<br />
B. Transfer to equity<br />
d) Net profit or loss for<br />
the period <strong>2007</strong><br />
10,504,137 10,504,137<br />
C. Transfer within equity<br />
b) Allocation of net<br />
profit for the period<br />
<strong>2007</strong> based on<br />
a decision of the<br />
Management Board<br />
and Supervisory<br />
Board<br />
5,252,068 -5,252,068 0<br />
D. Transfer from equity<br />
a) Dividend payment for<br />
2006<br />
-1,775,978 -1,775,978<br />
E. Balance at 31<br />
December <strong>2007</strong><br />
212,823 26,428,057 21,282 17,109,473 0 5,252,069 49,023,704<br />
ACCUMULATED PROFIT at<br />
31 December <strong>2007</strong><br />
5.252.069 5.252.069<br />
75 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Statement of changes in equity in the period from 1 January to 31 December 2006<br />
in EUR<br />
(without cents)<br />
I. II. III. V. VI.<br />
Capital Revenue reserves Retained<br />
surplus<br />
earnings<br />
Called-up<br />
capital<br />
1. 1. 4.<br />
Legal<br />
reserves<br />
Share<br />
capital<br />
Other<br />
revenue<br />
reserves<br />
Net profit or<br />
loss for the<br />
period<br />
Total equity<br />
A. 1 Balance at 31<br />
December 2005<br />
a) Restatement due<br />
to transition to SAS<br />
2006<br />
212,819 26,428,057 21,282 10,081,431 0 2,580,150 39,323,739<br />
-607,006 -607,006<br />
A. 2 Balance at 1<br />
January 2006<br />
212,819 26,428,057 21,282 10,081,431 1,973,144 0 38,716,733<br />
B. Transfer to equity<br />
d) Net profit or loss<br />
for the period 2006<br />
4,158,963 4,158,963<br />
C. Transfer within equity<br />
b) Allocation of net<br />
profit for the period<br />
2006 based on<br />
a decision of the<br />
Management Board<br />
and Supervisory<br />
Board<br />
c) Loss cover as a<br />
deductible item of<br />
equity<br />
1,775,978 -1,775,978 0<br />
607,006 -607,006 0<br />
D. Transfer from equity<br />
a) Dividend payment for<br />
2005<br />
-2,580,150 -2,580,150<br />
E. Balance at 31<br />
December 2006<br />
212,819 26,428,057 21,282 11,857,409 0 1,775,978 40,295,545<br />
ACCOUNTING PROFIT at<br />
31 December 2006<br />
1,775,978 1,775,978<br />
76 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Statement of accumulated profit and proposed appropriation<br />
in EUR <strong>2007</strong> 2006<br />
(without cents)<br />
A. NET PROFIT FOR THE PERIOD <strong>2007</strong> 10,504,137 4,158,963<br />
». NET LOSS BROUGHT FORWARD 0 607,006<br />
F. INCREASE IN REVENUE RESERVES 5,252,068 1,775,978<br />
4. Increase in other revenue reserves 5,252,068 1,775,978<br />
G. ACCUMULATED PROFIT AT 31 DECEMBER <strong>2007</strong> 5,252,069 1,775,978<br />
In accordance with the provisions of the Companies Act, the Management Board of the Company passed<br />
a decision to appropriate one half of net profit or loss for the period to other revenue reserves. The<br />
Supervisory Board approved the proposed appropriation of net profit to other revenue reserves that are<br />
adequately recorded in the Company’s financial statements.<br />
The Management Board and Supervisory Board of the Company proposed that the General Meeting<br />
approve the appropriation of accumulated profit for <strong>2007</strong> in the amount of EUR 5,252,069 as follows:<br />
• EUR 5,147,840 for dividend payout,<br />
• EUR 104,229 for remuneration to the members of the Company’s Supervisory Board.<br />
77 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Notes to the Financial Statemants<br />
Notes to the balance sheet of <strong>DARS</strong> d.d.<br />
Balance sheet of <strong>DARS</strong> d.d. as at 31 December <strong>2007</strong><br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
ASSETS 78,735,447 79,754,459<br />
A. LONG-TERM ASSETS 20,080,985 18,505,852<br />
I. Intangible assets and long-term deferred costs and accrued revenue 354,472 208,608<br />
1. Concessions, patents, licences, trademarks and similar rights 354,472 208,608<br />
II. Property, plant and equipment 18,078,839 16,594,031<br />
1. Land and buildings 1,471,946 1,342,250<br />
a) Land 29,923 24,936<br />
b) Buildings 1,442,022 1,317,314<br />
3. Other plant and equipment 15,576,787 14,762,728<br />
4. Property, plant and equipment being acquired 1,030,107 489,053<br />
a) Property, plant and equipment in the course of construction 1,030,107 489,053<br />
IV. Long-term investments 674,641 668,632<br />
1. Long-term investments, excluding loans 674,641 668,632<br />
c) Other shares and interests 964 964<br />
d) Other long-term investments 673,677 667,668<br />
VI. Deferred tax assets 973,033 1,034,581<br />
B. CURRENT ASSETS 54,419,700 35,132,133<br />
II. Inventories 1,893,165 1,844,568<br />
1. Material 1,893,165 1,844,568<br />
III. Short-term investments 40,738,209 13,435,552<br />
1. Short-term investments, excluding loans 40,738,209 13,435,552<br />
c) Other short-term investments 40,738,209 13,435,552<br />
IV. Short-term operating receivables 6,829,916 6,383,291<br />
2. Short-term trade receivables 5,996,933 5,191,932<br />
3. Short-term operating receivables due from others 832,983 1,191,359<br />
V. Cash 4,958,410 13,468,721<br />
C. SHORT-TERM DEFERRED COSTS AND ACCRUED REVENUE 1,262,475 1,040,114<br />
D. RECEIVABLES FROM THE USE OF COMPANY-OWNED ASSETS<br />
TO FINANCE STATE-OWNED ASSETS UNDER MANAGEMENT<br />
2,972,287 25,076,359<br />
OFF BALANCE SHEET ITEMS 21,035,446 6,334,456<br />
78 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
LIABILITIES 78,735,447 79,754,459<br />
A. EQUITY 49,023,704 40,295,545<br />
I. Called-up capital 212,823 212,819<br />
1. Share capital 212,823 212,819<br />
II. Capital surplus 26,428,057 26,428,057<br />
III. Revenue reserves 17,130,755 11,878,691<br />
1. Legal reserves 21,282 21,282<br />
5. Other revenue reserves 17,109,473 11,857,409<br />
VI. Net profit or loss for the period 5,252,069 1,775,978<br />
B. PROVISIONS AND LONG-TERM ACCRUED COSTS AND DEFERRED REVENUE 5,641,273 4,888,448<br />
1. Provisions for pensions and similar liabilities 1,778,730 1,757,135<br />
2. Other provisions 3,676,594 3,093,377<br />
3. Long-term accrued costs and deferred revenue 185,949 37,936<br />
D. SHORT-TERM LIABILITIES 15,119,500 11,844,339<br />
III. Short-term operating liabilities 15,119,500 11,844,339<br />
2. Short-term trade payables 9,250,664 8,811,646<br />
4. Short-term advances payable 16,059 13,959<br />
5. Other short-term operating liabilities 5,852,777 3,018,734<br />
E. SHORT-TERM ACCRUED COSTS AND DEFERRED REVENUE 8,950,970 7,536,837<br />
F. LIABILITIES ARISING FROM THE USE OF STATE-OWNED ASSETS<br />
UNDER MANAGEMENT TO FINANCE COMPANY-OWNED ASSETS<br />
0 15,189,288<br />
OFF BALANCE SHEET ITEMS 21,035,446 6,334,456<br />
79 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Intangible assets<br />
Intangible assets comprise computer software.<br />
Movement in intangible assets in <strong>2007</strong>:<br />
in EUR Intangible Intangible Total<br />
(without cents) assets — computer assets under<br />
software<br />
construction<br />
Cost<br />
Balance at 31 December 2006 1,472,594 0 1,472,594<br />
Additions 368,466 368,466<br />
Capitalisation 368,466 -368,466 0<br />
Transfer between the items -14,824 -14,824<br />
Elimination / disposal / writeoff -2,504 -2,504<br />
Balance at 31 December <strong>2007</strong> 1,823,732 0 1,823,732<br />
Accumulated amortisation<br />
Balance at 31 December 2006 1,263,986 0 1,263,986<br />
Transfer between the items -14,824 -14,824<br />
Amortisation charge 222,602 222,602<br />
Elimination / disposal / writeoff -2,504 -2,504<br />
Balance at 31 December <strong>2007</strong> 1,469,260 0 1,469,260<br />
Carrying amount<br />
Balance at 31 December 2006 208,608 0 208,608<br />
Balance at 31 December <strong>2007</strong> 354,472 0 354,472<br />
Major additions to intangible assets in <strong>2007</strong>:<br />
• acquisition of licences for HP EVA amounting to EUR 54,663,<br />
• upgrade of the application »IS of schedule of fund utilisation« amounting to EUR 31,700,<br />
• upgrade of the project information system <strong>DARS</strong> amounting to EUR 31,447 EUR,<br />
• acquisition of the NNM network control system amounting to EUR 32,233 EUR,<br />
• acquisition of the automatic vehicle queue detection system amounting to EUR 38,205,<br />
• upgrade of the electronic document management system amounting to EUR 93,675,<br />
• acquisition of the Helpdesk system amounting to EUR 17,474.<br />
As at 31 December <strong>2007</strong>, no item of intangible assets was pledged as security for liabilities.<br />
80 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Property, plant and equipment<br />
Movement in property, plant and equipment in <strong>2007</strong>:<br />
in EUR Land Buildings Equipment Equipment Property, plant Total<br />
(without cents)<br />
and permanently and equipment<br />
low-value out of use under<br />
assets<br />
construction<br />
Cost<br />
Balance at 31 December 2006 24,936 1,866,557 65,520,299 1,403,290 489,053 69,304,135<br />
Additions in <strong>2007</strong> 9,096,486 9,096,486<br />
Transfer of assets required for the<br />
performance of activity under the<br />
Concession Agreement from the register 217,184 52,021 269,205<br />
of state-owned assets under management<br />
to the register of company-owned assets<br />
Capitalisation 4,987 65,702 8,484,743 -8,555,432 0<br />
Transfer between the items -1,483,756 1,498,579 14,824<br />
Disposals in <strong>2007</strong> (disposal, writeoff) -621,723 -899,959 -1,521,682<br />
Balance at 31 December <strong>2007</strong> 29,923 2,149,443 71,951,584 2,001,910 1,030,107 77,162,968<br />
Accumulated depreciation<br />
Balance at 31 December 2006 549,243 50,775,409 1,385,452 52,710,104<br />
Major repairs, extension of useful life<br />
Transfer of assets required for the<br />
performance of activity under the<br />
Concession Agreement from the register<br />
of state-owned assets under management<br />
to the register of company-owned assets<br />
58,368 58,368<br />
Transfer between the items -1,455,561 1,470,385 14,824<br />
Depreciation charge in <strong>2007</strong> 99,810 7,670,981 8,954 7,779,745<br />
Disposals in <strong>2007</strong> (disposal, writeoff) -579,602 -899,310 -1,478,912<br />
Balance at 31 December <strong>2007</strong> 707,421 56,411,227 1,965,481 59,084,129<br />
Carrying amount<br />
Balance at 31 December 2006 24,936 1,317,314 14,744,890 17,838 489,053 16,594,031<br />
Balance at 31 December <strong>2007</strong> 29,923 1,442,022 15,540,357 36,430 1,030,107 18,078,839<br />
Major additions to property, plant and equipment in <strong>2007</strong>:<br />
• acquisition of working, cargo and trailer vehicles amounting to EUR 3,529,957,<br />
• acquisition of personal and combined vehicles amounting to EUR 1,237,870,<br />
• acquisition of working machines, devices and attachments amounting to EUR 2,348,032,<br />
• acquisition of computer equipment amounting to EUR 297,736,<br />
• upgrade of the ETC (Electronic Toll Collection) system amounting to EUR 2,205,<br />
• acquisition or refurbishment of assets required for motorway operation and maintenance amounting to<br />
EUR 957,571, and<br />
• acquisition of office furniture and other office equipment amounting to EUR 97,606.<br />
As at 31 December <strong>2007</strong>, no item of property, plant and equipment was pledged as security for<br />
liabilities.<br />
81 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Pursuant to the Concession Agreement, any equipment and devices required for its implementation shall<br />
be constructed or acquired for the account of the State within the scope of motorway construction for<br />
those motorway sections whose construction was in progress at the time of the signing of the Concession<br />
Agreement, or started to be constructed in 2004. The title to the respective equipment and devices<br />
shall be transferred by the concedent to the concessionaire. Pursuant to the Concession Agreement and<br />
the Motorway Company of the Republic of Slovenia Act (Z<strong>DARS</strong>), the Company’s Management Board<br />
adopted a resolution on the transfer, in <strong>2007</strong>, of equipment and devices from the register of state-owned<br />
property, plant and equipment under management of the Company to the register of company-owned<br />
property, plant and equipment with the purpose of enabling the Company to perform the activities<br />
under the Concession Agreement. The assets thus transferred were recorded at the carrying amount<br />
of EUR 52,021. As the result of this transfer, the Company’s liabilities arising from state-owned assets<br />
under management increased accordingly. When the Government of the State adopts a resolution on the<br />
transfer of assets to the Company, the liabilities arising from the assets will decrease accordingly. On the<br />
other hand, capital surplus will increase. In case of a transfer against payment, liabilities will be settled<br />
by transfer of cash.<br />
The transferred non-financial assets comprise equipment and devices required for motorway<br />
maintenance.<br />
The transfer of assets from the register of state-owned assets to the register of company-owned assets<br />
at the carrying amount of EUR 158,816 refers to the Hrušica residential block whose ownership was<br />
transferred, under contract, by the Republic of Slovenia to the Public Company for Road Maintenance in<br />
1991.<br />
At the year-end inventory of property, plant and equipment, an inventory deficit was found, of which the<br />
cost amounted to EUR 3,148 and the carrying amount to EUR 7.<br />
Long-term investments<br />
Movement in long-term investments in <strong>2007</strong>:<br />
in EUR Other shares Other long-term Total<br />
(without cents) and interests investments<br />
Gross amount<br />
Balance at 31 December 2006 964 667,668 668,632<br />
Increase 6,009 6,010<br />
Decrease<br />
Balance at 31 December <strong>2007</strong> 964 673,677 674,641<br />
Net amount at 31 December 2006 964 667,668 668,632<br />
Net amount at 31 December <strong>2007</strong> 964 673,677 674,641<br />
Other long-term investments comprise the bonds BCE09 issued by Banka Celje in the amount of EUR<br />
673,677, with the coupon interest rate of 3.90% and the maturity of 5 years (the final maturity of bonds<br />
is 15 April 2010).<br />
82 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Deferred tax assets<br />
Deferred tax assets arise from provisions for termination benefits upon retirement and jubilee benefits,<br />
provisions for contingent claims, provisions for severance pays and purchase of insurance period for<br />
redundancies upon the change in the tolling system, and provisions for potential return of ETC tags.<br />
Movement in deferred tax assets in <strong>2007</strong>:<br />
in EUR<br />
(without cents)<br />
Balance at 1 January <strong>2007</strong> 1,034,581<br />
Change in provisions for termination benefits and jubilee benefits -14,013<br />
Change in provisions for redundancies 27,551<br />
Change in provisions for contingent claims -111,603<br />
Change in provisions for return of ETC tags 36,517<br />
Balance at 31 December <strong>2007</strong> 973,033<br />
Inventories<br />
Inventories comprise inventories of materials, spare parts, low-value assets and packaging. Inventories<br />
increased by 3% over the previous year’s figure at 31 December 2006. Inventories of materials represent<br />
the major share in the structure of inventories, whereas inventories of spreading materials account for<br />
44% of the total inventories of materials.<br />
in EUR 31 Dec <strong>2007</strong> Share in % 31 Dec 2006 Index<br />
(without cents)<br />
Materials 1,359,361 72 1,381,346 98<br />
Spare parts 165,507 9 151,998 109<br />
Low-value assets and packaging 368,297 19 311,224 118<br />
Total 1,893,165 100 1,844,568 103<br />
As at 31 December <strong>2007</strong>, no inventories were pledged as security for liabilities. The book value of<br />
inventories does not exceed the cost at 31 December <strong>2007</strong>. Inventories are current inventories.<br />
Short-term investments in other entities<br />
Short-term investments in other entities comprise:<br />
• short-term deposits with banks in the amount of EUR 40,620,000 EUR, with the average maturity of 17<br />
days and the average weighted interest rate of 4.58%, and<br />
• a short-term over-night deposit with the bank in the amount of EUR 118,209 EUR, with the interest rate<br />
of 3.25%.<br />
83 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Short-term operating receivables<br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
Short-term trade receivables: 5,996,933 5,191,932<br />
- toll receivable 5,165,110 4,309,415<br />
- receivables from the use of motorway service areas 349,737 304,563<br />
- receivables from road closure 256,463 527,098<br />
- other short-term trade receivables 225,623 50,856<br />
Short-term operating receivables due from others: 832,983 1,191,359<br />
- advances receivable for operating current assets 6,103 4,924<br />
- receivables from financial revenue 111,824 64,530<br />
- input VAT receivable 549,914 524,808<br />
- other receivables due from state institutions 79,805 489,272<br />
-other short-term receivables 85,337 107,825<br />
Total 6,829,916 6,383,291<br />
The majority (76%) of short-term operating receivables includes tolls receivable and input VAT receivable<br />
(8%) (VAT on invoices received for motorway operation and maintenance in December).<br />
Short-term receivables due from state institutions include refunds receivable from the Health Insurance<br />
Institute of Slovenia, and short-term receivables from financial revenue include interest receivable on<br />
deposits and contract penalties.<br />
Following the proposal of the commission in charge of inventory taking of receivables and liabilities,<br />
uncollectible trade receivables in the amount of EUR 16,836 and toll deficit receivable from employees in<br />
the amount of EUR 42,324 were written off as at 31 December <strong>2007</strong>.<br />
Breakdown of trade receivables by maturity:<br />
in EUR not yet due overdue overdue in Total<br />
(without cents) up to excess<br />
60 days of 60days<br />
Short-term trade receivables 5,420,820 482,813 93,300 5,996,933<br />
As at 31 December <strong>2007</strong>, no trade receivables were pledged as security for liabilities. Short-term trade<br />
receivables are not secured and represent the Company’s current receivables.<br />
An allowance for receivables has not been made.<br />
84 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Cash<br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
Cash in bank 23,691 1,830,683<br />
Call deposits 3,850,000 10,900,880<br />
Cash in hand 295 62<br />
Cash in toll booths 196,860 125,846<br />
Cash in transit 887,564 611,250<br />
Total 4,958,410 13,468,721<br />
Cash in transit includes collected tolls not yet put in the Company’s transaction account.<br />
Upon inventory taking of cash in transit from collected tolls as at 30 November <strong>2007</strong>, the Company<br />
reconciled the balance in the books with the actual balance in the amount of EUR 42,324.<br />
Deferred costs and accrued revenue<br />
Deferred costs and accrued revenue in the amount of EUR 1,262,475 comprise short-term deferred costs<br />
that will be charged against profit or loss in future accounting periods.<br />
Short-term deferred costs include:<br />
• costs of lease of Microsoft software in the amount of EUR 191,555,<br />
• costs of ETC tags purchased but not sold in <strong>2007</strong> in the amount of EUR 554,755 EUR, and<br />
• costs of the final settlement of agent compensation for <strong>2007</strong> in the amount of EUR 506,373.<br />
Receivables from the use of company-owned assets to finance state-owned assets under<br />
management<br />
Under the Company’s assets in the Balance Sheet, receivables due from the State in the amount of EUR<br />
2,972,287 are recorded as receivables arising from the use of company-owned assets to finance stateowned<br />
assets under management. Under state-owned assets under management in the Balance Sheet,<br />
the State’s liabilities to the Company are recorded in the same amount.<br />
The receivables comprise:<br />
• a 2008 concession tax, transferred in advance, receivable in the amount of EUR 3,253,866,<br />
• <strong>2007</strong> remuneration receivable under the Agreement on the Performance of Contracts in the amount of<br />
EUR 1,020,465 EUR (this liability was settled in the beginning of 2008).<br />
Off balance sheet items<br />
Off balance sheet items comprise contingent receivables due from municipalities in the amount of EUR<br />
2,422,402 and arising from unjustifiably invoiced and collected charges for the use of building sites,<br />
including default interest. Following the initiative of the Company, the Constitutional Court annulled,<br />
with its decision U-I-361-/2002-11 (Official Gazette of the Republic of Slovenia, 37/2004) some of the<br />
ordinances issued by municipalities as well as the decisions of the Tax Administration of the Republic of<br />
Slovenia.<br />
Off balance sheet items also comprise contingent cash or receivables in the amount of EUR<br />
18,613,044 arising from encashment of performance guarantees received for motorway operation and<br />
maintenance.<br />
85 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Equity<br />
The movement in equity is shown in the Statement of Changes in Equity for the period from 1 January<br />
<strong>2007</strong> to 31 December <strong>2007</strong> on the page 75. Described in the relevant note are also the reasons for any<br />
change in the items of equity. The equity is in its total amount a part of the Company’s net worth.<br />
The equity reflects the Company’s financing from own resources and represents the Company’s liability<br />
to its owners. It is determined by both the amounts invested by owners and the amounts generated in the<br />
course of operation of the Company that belong to the owners.<br />
The share capital of the Company is defined in the Articles of Association and registered in the court<br />
register. It represents the contribution of the Republic of Slovenia as its sole shareholder. The share<br />
capital of the Company amounts to EUR 212,823 and is divided into 5,100 non par value shares. As at<br />
31 December <strong>2007</strong>, the book value of a share amounted to EUR 9,612.49 and was higher by 21.66%<br />
compared to the book value as at 31 December 2006. It has been calculated as a ratio between the total<br />
amount of equity and the number of shares.<br />
The initial shares give their holders the right to participate in the management of the Company, the right<br />
to a profit share (dividend), and the right to a respective part of the remainder of assets upon liquidation<br />
or bankruptcy of the Company. Based on the resolution of the General Meeting on the issue of shares,<br />
subsequently issued shares may be bearer or registered shares, ordinary or preference shares. In case<br />
of a change in equity, the share of votes held by the founder of the Company in the General Meeting shall<br />
not fall under 51%.<br />
In accordance with the resolution adopted by the General Meeting of the Company, the equity decreased<br />
in <strong>2007</strong> by the amount of dividend payout and remuneration to the members of the Supervisory Board<br />
totalling EUR 1,775,978.<br />
Net profit or loss for the period amounted to EUR 10,504,137. In compliance with the Companies Act, the<br />
Management Board decided to appropriate one half of net profit or loss for the period to other revenue<br />
reserves. The Supervisory Board approved the proposed appropriation to other revenue reserves which<br />
are recorded accordingly in the financial statements of the Company.<br />
The Management Board and the Supervisory Board proposed that the General Meeting approve the<br />
appropriation of <strong>2007</strong> accumulated profit in the amount of EUR 5,252,069 as follows:<br />
• EUR 5,147,840 for dividend payout, and<br />
• EUR 104,229 for remuneration to members of the Company’s Supervisory Board.<br />
86 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Provisions and long-term accrued costs and deferred revenue<br />
Movement in provisions and long-term accrued costs and deferred revenue in <strong>2007</strong>:<br />
in EUR Balance Use in <strong>2007</strong> Reversal Additional Balance<br />
(without cents) 1 Jan <strong>2007</strong> in <strong>2007</strong> setting 31 Dec <strong>2007</strong><br />
up in <strong>2007</strong><br />
Claims relating to motorway<br />
operation and maintenance<br />
863,007 11,230 133,478 90,906 809,205<br />
Claims relating to employment 521,288 88,873 318,710 57,581 171,286<br />
Redundancies due to a change<br />
in the toll system<br />
Provisions for termination benefits<br />
upon retirement<br />
599,297 8,685 293,746 884,358<br />
1,196,686 52,407 62,129 1,206,408<br />
Provisions for jubilee benefits 524,646 60,055 55,405 519,996<br />
Provisions for supplementary<br />
pension insurance<br />
Depreciation of holiday facilities<br />
and apartments<br />
35,804 15,974 32,497 52,327<br />
37,936 12,692 160,705 185,949<br />
Return of ETC tags 1,109,784 1,941 264,808 968,709 1,811,744<br />
Total 4,888,448 243,172 725,681 1,721,678 5,641,273<br />
Provisions and long-term accrued costs and deferred revenue were made as follows:<br />
a) Provisions were made for long-term accrued costs of contingent loss arising from claims in association<br />
with motorway operation and maintenance in the amount of EUR 809,205 and claims by employees<br />
under labour disputes in the amount of EUR 171,286;<br />
b) In <strong>2007</strong>, provisions (the third quarter) were made in the amount of EUR 293,746 for long-term<br />
accrued costs relating to employment as a result of a transition to the new satellite toll system. The<br />
estimated number of redundancies due to the change in the toll system is 300. A number of redundant<br />
employees will be requalified for other jobs, particularly for toll control, in line with internal needs. The<br />
remaining quarter of estimated costs relating to employment will be charged against the results of the<br />
Company’s operations in 2008.<br />
c) Based on the actuarial calculation, provisions for termination benefits upon retirement and jubilee<br />
benefits were made as at 31 December <strong>2007</strong> in the amount of EUR 117,534.<br />
d) As at 31 December <strong>2007</strong>, provisions were made in the amount of EUR 32,497 for termination pays<br />
upon retirement to those employees not included in the pension scheme of collective supplementary<br />
pension insurance under the agreement concluded between trade unions and the Company.<br />
e) In previous periods, long-term accrued costs and deferred revenue were set up from donations in an<br />
amount equal to the cost of holiday facilities and apartments to cover depreciation expense for holiday<br />
facilities, including furniture, and apartments over the entire useful life. In <strong>2007</strong>, these provisions were<br />
reduced by depreciation expense in the amount of EUR 12,692 EUR. Additional provisions were set up<br />
for the acquisition of furniture for holiday facilities in the amount of EUR 1,889 and for the transfer of<br />
the Hrušica residential block, whose ownership had been transferred, under contract, by the Republic<br />
of Slovenia to the Public Company for Road Maintenance in 1991, from the register of the state-owned<br />
assets to the register of company-owned assets, in the carrying amount of EUR 158,816.<br />
f) Provisions were made for contingent liabilities arising from the return of purchase money upon the<br />
possible return of ETC tags in the amount of EUR 1,811,744 (the buyers of ETC tags are entitled to<br />
return ETC tags within seven years from the date of purchase).<br />
87 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Short-term operating liabilities<br />
in EUR 31 Dec <strong>2007</strong><br />
(without cents)<br />
Trade payables 9,250,664<br />
Advances payable 16,059<br />
Payables to employees 1,817,257<br />
Payables to the state 3,844,448<br />
- income tax payable 1,253,248<br />
- VAT payable 2,286,819<br />
- employer’s taxes and contributions payable 304,381<br />
Payables to others 191,072<br />
Total 15,119,500<br />
Short-term operating liabilities increased by 28% over the previous year’s figure. The major share (61%)<br />
of these liabilities includes trade payables, which relate to current trade payables for motorway operation<br />
and maintenance. The majority (97%) of trade payables is not overdue.<br />
Payables to employees include payables for wages, salaries, continued pay and refund of work-related<br />
expenses for December <strong>2007</strong> paid out in January 2008.<br />
88 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Short-term accrued costs and deferred revenue<br />
in EUR 31 Dec <strong>2007</strong><br />
(without cents)<br />
Short-term accrued costs 420,519<br />
Short-term deferred revenue 8,530,451<br />
Total 8,950,970<br />
Short-term accrued costs or expenses comprise:<br />
• accrued costs of termination pays for business-related reasons in the amount of EUR 317,510,<br />
• accrued costs of <strong>2007</strong> incentive bonuses for members of the Management Board in the amount of EUR<br />
64,350, and<br />
• accrued costs of audit of the <strong>2007</strong> financial statements in the amount of EUR 37,139, and of the actuarial<br />
calculation of provisions for termination benefits and jubilee benefits in the amount of EUR 1,520.<br />
Short-term deferred revenue comprises:<br />
• revenue from prepaid tolls (<strong>DARS</strong> tags, ETC tags) that were charged and paid, but not used in <strong>2007</strong>,<br />
in the amount of EUR 8,529,232. Revenue will be deferred for as long as the users of services use the<br />
tags.<br />
• other short-term deferred revenue in the amount of EUR 1,219.<br />
89 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Notes to the balance sheet of state-owned assets and liabilities under management of the<br />
Company<br />
Balance sheet of state-owned assets and liabilities under management as at 31 December <strong>2007</strong><br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
ASSETS 5,051,606,975 4,606,073,222<br />
A. LONG-TERM ASSETS 5,018,532,233 4,552,626,618<br />
II. Property, plant and equipment 5,018,532,233 4,552,626,618<br />
1. Land and buildings 3,818,894,190 3,798,025,055<br />
a) Land 742,669 742,669<br />
b) Buildings 3,818,151,521 3,797,282,386<br />
3. Other plant and equipment 1,517,612 2,640,648<br />
4. Property, plant and equipment being acquired 1,198,120,431 751,960,915<br />
a) Property, plant and equipment in the course of construction 1,198,120,431 751,960,915<br />
B. CURRENT ASSETS 33,074,742 38,257,219<br />
III. Short-term investments 6,300,000 0<br />
1. Short-term investments, excluding loans 6,300,000 0<br />
c) Other short-term investments 6,300,000 0<br />
IV. Short-term operating receivables 26,653,913 37,500,235<br />
2. Short-term trade receivables 971,886 499,425<br />
3. Short-term operating receivables due from others 25,682,027 37,000,810<br />
V. Cash 120,829 756,984<br />
C. SHORT-TERM DEFERRED COSTS AND ACCRUED REVENUE 0 96<br />
D. RECEIVABLES FROM THE USE OF STATE-OWNED UNDER MANAGEMENT<br />
TO FUND COMPANY-OWNED ASSETS 0 15,189,288<br />
OFF BALANCE SHEET ITEMS 376,311,313 350,903,632<br />
90 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
LIABILITIES 5,051,606,975 4,606,073,222<br />
B. PROVISIONS AND LONG-TERM ACCRUED COSTS AND DEFERRED REVENUE 97,141 471,164<br />
2. Other provisions 97,141 471,164<br />
C. LONG-TERM LIABILITIES 4,847,996,920 4,351,201,166<br />
I. Long-term financial liabilities 2,198,663,420 1,714,476,809<br />
2. Long-term financial liabilities to banks 2,038,297,872 1,554,111,261<br />
3. Long-term financial liabilities from bonds 160,365,548 160,365,548<br />
II. Long-term operating liabilities 2,649,333,500 2,636,724,357<br />
6. Long-term liabilities for state-owned assets under management 2,626,780,055 2,614,951,901<br />
7. Long-term liabilities for municipality-owned assets under management 20,748,712 19,993,272<br />
8. Long-term liabilities for other assets under management 1,804,732 1,779,184<br />
D. SHORT-TERM LIABILITIES 200,539,670 229,317,564<br />
II. Short-term financial liabilities 77,216,776 70,537,374<br />
2. Short-term financial liabilities to banks 77,216,776 70,537,374<br />
4. Other short-term financial liabilities 0 0<br />
III. Short-term operating liabilities 123,322,894 158,780,190<br />
2. Short-term trade liabilities 123,322,894 158,780,106<br />
5. Other short-term operating liabilities 0 83<br />
E. SHORT-TERM ACCRUED COSTS AND DEFERRED REVENUE 958 6,969<br />
F. LIABILITIES FOR THE USE OF COMPANY-OWNED ASSETS TO FUND<br />
STATE-OWNED ASSETS UNDER MANAGEMENT 2,972,287 25,076,359<br />
OFF BALANCE SHEET ITEMS 376,311,313 350,903,632<br />
91 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Property, plant and equipment and intangible assets under management<br />
Schedule of balances and changes in state-owned property, plant and equipment and intangible assets<br />
under management<br />
in EUR Land Motorways Buildings PPE operated Motorways under Other motorway PPE permanently Total<br />
(without cents) (surface structure, by others constructione quipment out of use<br />
substructure,<br />
facilities)<br />
Cost<br />
Balance at 31 December 2006 742,669 4,145,078,090 60,241,495 508,913,534 751,960,915 2,497,537 1,129,742 5,470,563,982<br />
Transfer of assets required for the performance of<br />
activity under the Concession Agreement from the<br />
register of state-owned assets under management to<br />
the register of company-owned assets<br />
-217,184 -52,021 -269,205<br />
Additions 555,936,902 53,490 555,990,392<br />
Capitalisation and transfer between the items of assets 49,856,202 2,285,157 37,444,425 -88,471,313 -1,114,471 0,00<br />
Transfer between the cost and the accumulated<br />
depreciation / amortisation<br />
Transfer to other operators<br />
Disposal in <strong>2007</strong> (disposal, writeoff, ...)<br />
1,224,933 -21,306,073 -20,081,140<br />
Balance at 31 December <strong>2007</strong> 742,669 4,196,159,225 62,309,468 546,357,959 1,198,120,431 1,384,535 1,129,742 6,006,204,029<br />
Accumulated depreciation / amortisation<br />
Balance at 31 December 2006 901,593,700 15,357,033 986,631 917,937,364<br />
Transfer of assets required for the performance of<br />
activity under the Concession Agreement from the<br />
register of state-owned assets under management to<br />
the register of company-owned assets<br />
-58,368 -58,368<br />
Depreciation / amortisation in <strong>2007</strong> 87,898,367 2,141,225 10,034 90,049,626<br />
Major repair -20,237,196 -19,630 -20,256,826<br />
Transfer between the items of assets<br />
Disposal in <strong>2007</strong> (disposal, writeoff, ...)<br />
Balance at 31 December <strong>2007</strong> 969,254,871 17,420,260 996,665 987,671,796<br />
Carrying amount<br />
Balance at 31 December 2006 742,669 3,243,484,390 44,884,462 508,913,534 751,960,915 2,497,537 143,111 4,552,626,618<br />
Balance at 31 December <strong>2007</strong> 742,669 3,226,904,354 44,889,208 546,357,959 1,198,120,431 1,384,535 133,077 5,018,532,233<br />
Note: Movement in property, plant and equipment and intangible state-owned assets under management is<br />
discussed in detail in note 2.5 Analysis of operations (Implementation of construction and reconstruction<br />
of motorway sections).<br />
92 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT 93 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Short-term investments<br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
Short-term investments 0<br />
- other short-term investments 6,300,000 0<br />
Total 6,300,000 0<br />
Other short-term investments comprise short-term deposits with banks in the amount of EUR 6,300,000,<br />
with average maturity of 5 days and an average weighted interest rate of 4.15%.<br />
Short-term operating receivables<br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
Short-term trade receivables 971,886 499,425<br />
Short-term operating receivables due from others 25,682,027 37,000,810<br />
- interest receivable 44,369 35,672<br />
- European funds receivable 1,427,255 0<br />
- input VAT receivable 20,496,282 36,964,987<br />
- other receivables 3,714,121 151<br />
Total 26,653,913 37,500,235<br />
Breakdown of short-term trade receivables by maturity:<br />
in EUR not yet due overdue overdue in Total<br />
(without cents) up to excess of<br />
60 days 60 days<br />
Short-term trade receivables 217,211 545,735 208,940 971,886<br />
Cash<br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
Cash in bank accounts, except foreign currency 117,984 92,062<br />
Foreign currency in bank accounts 2,845 664,922<br />
Total 120,829 756,984<br />
Cash earmarked for motorway construction and reconstruction is kept in a separate transaction<br />
account.<br />
94 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Off balance sheet items<br />
Off balance sheet items in the sub-balance sheet of assets under management comprise:<br />
• contingent cash or receivables from encashment of performance guarantees or warranties or other<br />
securities received from contractors, which amounted to EUR 297,695,819 as at 31 December <strong>2007</strong>;<br />
• contingent liabilities arising from the claims relating to motorway construction and set up on the basis<br />
of the company’s lawyer’s letter in the amount of EUR 77,793,846; and<br />
• contingent receivables or liabilities arising from the hedge of interest rate risks associated with<br />
borrowings for motorway construction and reconstruction in the amount of EUR 821,648.<br />
In <strong>2007</strong>, three deals were concluded with UniCredit Banka Slovenija d.d. to provide hedging of interest<br />
rate risk on borrowings for motorway construction and reconstruction. In accordance with the policy<br />
of active risk management in the financial area, the Company decided to reduce exposure to interest<br />
rate movements in the market. As at 31 December <strong>2007</strong>, the share of exposure to floating interest rate<br />
represented 53% of the value of the debt portfolio, the share of exposure to fixed interest rate represented<br />
45% of the debt portfolio, and the remaining 2% referred to an interest-free borrowing.<br />
a) Hedging of interest rate risk — EUR 30 million<br />
A deal was concluded in <strong>2007</strong> for hedging interest rate risk in the amount of EUR 30,000,000 with a<br />
3-year maturity. The deal was concluded to partly hedge the two borrowings from Banka Koper and<br />
UniCredit Banka Slovenija. The borrowings were hedged for a period of 3 years with a fixed interest rate<br />
linked to the CHF currency and the option of conversion to CHF upon maturity of the deal.<br />
b) Hedging of interest rate risk — EUR 40 million<br />
A deal was concluded in <strong>2007</strong> for hedging interest rate risk in the amount of EUR 40,000,000 with a<br />
3-year maturity. The deal was concluded to partly hedge the borrowing from UniCredit Banka Slovenija.<br />
The borrowing was hedged for a period of 3 years with a fixed interest rate and the option of extension<br />
by a further 7 years.<br />
c) Hedging of interest rate risk — EUR 50 million<br />
A deal was concluded in <strong>2007</strong> for hedging interest rate risk in the amount of EUR 50,000,000 with a 3-<br />
year maturity. The deal was concluded to partly hedge the borrowing from Nova Ljubljanska banka. The<br />
borrowing was hedged for a period of 2 years with a fixed interest rate and the option of extension by a<br />
further 3 years.<br />
The applied interest rates and interest calculation methods are contractually defined and considered<br />
confidential.<br />
Long-term accrued costs and deferred revenue<br />
Long-term accrued costs and deferred revenue comprise liabilities arising from the sale of ETC tags up to<br />
31 December 2003. These liabilities were set up in an amount co-financed by the users of ETC tags up to<br />
the full cost of the ETC tags, and referred to the liability to return purchase money in case of the possible<br />
return of ETC tags. Depreciation accumulated at 14.29% per annum. In previous periods, depreciation<br />
represented a source of funds for the purchase of new ETC tags and was recorded under liabilities arising<br />
from a part of tolls intended for investments in property, plant and equipment. Since 2004, depreciation<br />
represents a source of funds for motorway construction. As at 31 December <strong>2007</strong>, liabilities amounted to<br />
EUR 97,141 and decreased by 79% over the previous year’s figure.<br />
95 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Long-term financial liabilities under bank borrowings for acquisition of property, plant and equipment<br />
under management<br />
In accordance with the Motorway Company in the Republic of Slovenia Act (Z<strong>DARS</strong>) and the Agreement<br />
on the Performance of Contracts, the Company borrows funds in its own name and for the account of the<br />
State for the purpose of financing motorway construction and reconstruction.<br />
The applied interest rates and interest calculation methods are contractually defined and considered<br />
confidential.<br />
Long-term financial liabilities relate in total to motorway construction and reconstruction.<br />
in EUR 31 Dec <strong>2007</strong> in % 31 Dec 2006 Index<br />
(without cents) <strong>2007</strong>/2006<br />
Long-term borrowings from domestic banks 839,075,672 41 606,167,709 138<br />
Long-term borrowings from foreign banks 1,160,207,326 57 913,709,311 127<br />
Long-term borrowings from foreign entities 39,014,874 2 34,234,241 114<br />
Total 2,038,297,872 100 1,554,111,261 131<br />
The borrowings are secured by the State’s guarantee issued under relevant contracts concluded between<br />
the State and lenders.<br />
Long-term portion of the principal amount of bank borrowings by lender:<br />
Lender<br />
31 Dec <strong>2007</strong> in EUR<br />
(without cents)<br />
Consortium of Slovene Banks 395,344,664<br />
Hypo Alpe Adria Bank 60,866,378<br />
Bank Austria Creditanstalt 107,531,297<br />
Banka Koper 30,333,333<br />
NLB I 245,000,000<br />
European Bank for Reconstruction and Development 1 1,801,038<br />
European Investment Bank 904,347,867<br />
Kreditanstalt für Wiederaufbau 29,058,421<br />
Depfa Bank 225,000,000<br />
Avtovie Venete S.p.A. 39,014,874<br />
Total 2,038,297,872<br />
1 The EBRD loan was extended in USD and translated into the national currency euro at the middle exchange rate of the Bank<br />
of Slovenia effective at the balance sheet date (EUR 1 = USD 1.4692).<br />
96 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
a) Borrowings from the Consortium of Slovene Banks<br />
The Company made seven borrowings from domestic banks in the period from 1996 to 2004.<br />
Long-term liabilities to the Bank Consortium and the period of repayment:<br />
Class of borrowings Period of repayment in EUR<br />
(without cents)<br />
I from 2002 to 2016 116,142,254<br />
II from 2004 to 2019 42,949,394<br />
III from <strong>2007</strong> to 2019 68,692,279<br />
IV from 2008 to 2020 34,097,213<br />
V from <strong>2007</strong> to 2020 39,105,562<br />
VI from 2009 to 2021 32,960,051<br />
VII from 2012 to 2024 61,397,911<br />
Total 395,344,664<br />
b) Borrowings from Hypo Alpe Adria Bank<br />
In the years 2003, 2004 and 2005, three borrowings were made from Hypo Alpe Adria Bank.<br />
Long-term liabilities to Hypo Alpe Adria Bank and the period of repayment:<br />
Class of borrowings Period of repayment in EUR<br />
(without cents)<br />
I from 2011 to 2023 24,991,257<br />
II from 2012 to 2024 15,010,491<br />
III from 2014 to 2023 20,864,630<br />
Total 60,866,378<br />
c) Borrowings from UniCredit Banka Slovenija<br />
In 2005 and 2006, two borrowings were made from UniCredit Banka Slovenija. They were utilised in<br />
their total amount in these two years. The borrowing made in 2006 was used for refinancing or advance<br />
repayment of borrowings from Kreditanstalt für Wiederaufbau.<br />
Long-term liabilities to UniCredit Banka Slovenija and the period of repayment:<br />
Class of borrowings Period of repayment in EUR<br />
(without cents)<br />
I from 2011 to 2023 20,864,630<br />
II from <strong>2007</strong> to 2021 86,666,667<br />
Total 107,531,297<br />
97 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
d) Borrowing from Banka Koper<br />
In 2006, a borrowing was made from Banka Koper for refinancing or advance repayment of borrowings<br />
from Kreditanstalt für Wiederaufbau.<br />
Long-term liabilities to Banka Koper and the period of repayment:<br />
Class of borrowings Period of repayment in EUR<br />
(without cents)<br />
I from <strong>2007</strong> to 2021 30,333,333<br />
Total 30,333,333<br />
e) Borrowing from NLB<br />
In <strong>2007</strong>, a borrowing was made from NLB to finance motorway construction.<br />
Long-term liabilities to NLB and the period of repayment:<br />
Class of borrowings Period of repayment in EUR<br />
(without cents)<br />
I from 2012 to 2027 245,000,000<br />
Total 245,000,000<br />
f) Borrowing from the European Bank for Reconstruction and Development (EBRD)<br />
The borrowing from the European Bank for Reconstruction and Development was repaid in <strong>2007</strong> in the<br />
amount of USD 2,651,308. The final maturity of the borrowing is in 2009.<br />
g) Borrowings from the European Investment Bank (EIB)<br />
The borrowings from the European Investment Bank were repaid in <strong>2007</strong> in the amount of EUR 39,994,000<br />
and liabilities from borrowings were increased due to new utilisations in the amount of EUR 219,000,000.<br />
The final maturities of the borrowings are in the period from 2014 to 2029.<br />
Long-term liabilities to the European Investment Bank and the period of repayment:<br />
Class of borrowings Period of repayment In EUR<br />
(without cents)<br />
A, B, C from 2000 to 2014, 2015, 2016 42,181,200<br />
II from 2003 to 2018 82,333,333<br />
III from 2004 to 2019 122,500,000<br />
IV from 2005 to 2019 117,333,333<br />
V from <strong>2007</strong> to 2027 111,000,000<br />
VI from 2012 to 2029 110,000,000<br />
VII from 2014 to 2036 215,000,000<br />
VII from 2015 to 2032 104,000,000<br />
Total 904,347,866<br />
98 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
h) Borrowings from Kreditanstalt für Wiederaufbau (KfW)<br />
The borrowing from Kreditanstalt für Wiederaufbau (KfW I) was repaid in <strong>2007</strong> in the amount of EUR<br />
5,283,350.<br />
Long-term liabilities to Kreditanstalt für Wiederaufbau and the period of repayment:<br />
Class of borrowings Period of repayment In EUR<br />
(without cents)<br />
I from 2005 to 2014 29,058,421<br />
Total 29,058,421<br />
i) Borrowings from Depfa Bank (DEPFA)<br />
In <strong>2007</strong>, the borrowing from DEPFA II was utilised in the amount of EUR 78,000,000.<br />
Long-term liabilities to Depfa Bank and the period of repayment:<br />
Class of borrowings Period of repayment in EUR<br />
(without cents)<br />
I from 2014 to 2024 75,000,000<br />
II from 2013 dto 2021 150,000,000<br />
Total 225,000,000<br />
j) Borrowing from Autovie Venete (AVV)<br />
The Company made the borrowing from Autovie Venete on the basis of a Memorandum of Understanding<br />
between the Government of the Republic of Slovenia and the Government of the Italian Republic on the<br />
Construction of Motorway Structures required for connection of the Slovenian and Italian motorway<br />
networks.<br />
In <strong>2007</strong>, liabilities from the borrowing from Autovie Venete increased due to new utilisations in the amount<br />
of EUR 4,780,633 EUR. The first repayment of the principal amount is due two years after the opening of<br />
the Vipava — Razdrto motorway section.<br />
99 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Long-term liabilities from bonds<br />
a) <strong>DARS</strong> bonds of first issue (DRS1)<br />
In 2004, the bonds of first issue, designated as DRS1, were issued in the aggregate nominal amount of<br />
EUR 56,042,397. The principal is due in its total amount in 2024. The bonds are traded on the free market<br />
of the Ljubljana Stock Exchange.<br />
b) <strong>DARS</strong> bonds of second issue (DRS2)<br />
In 2005, the bonds of second issue, designated as DRS2, were issued in the aggregate nominal amount of<br />
EUR 61,759,306. The principal is due in its total amount in 2025. The bonds are traded on the free market<br />
of the Ljubljana Stock Exchange.<br />
c) <strong>DARS</strong> bonds of third issue (DRS3)<br />
In 2005, the bonds of third issue, designated as DRS3, were issued in the aggregate nominal amount of<br />
EUR 42,563,846. The principal is due in its total amount in 2020. The bonds are traded on the free market<br />
of the Ljubljana Stock Exchange.<br />
In accordance with the Motorway Company in the Republic of Slovenia Act (Z<strong>DARS</strong>) and the Agreement<br />
on the Performance of Contracts, the Company borrows funds in its own name and for the account of the<br />
State for the purpose of financing motorway construction and reconstruction. The liabilities arising from<br />
the issued bonds are secured by a State guarantee.<br />
Long-term operating liabilities for state-owned assets under management<br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
1. Liabilities from motorways transferred to assets under management 777,928,689 867,105,018<br />
2. Liabilities from collected earmarked funds for motorway construction 1,301,687,434 1,288,647,119<br />
3. Liabilities from tolls collected prior to 1 January 2004 and earmarked for<br />
motorway construction, repayment of principal and interest on borrowings<br />
4. Liabilities from interest received on deposits and sight funds in<br />
transaction accounts<br />
5. Liabilities from insurance benefits for damages on motorways prior to<br />
1 January 2003<br />
255,444,917 255,444,917<br />
4,075,289 3,916,270<br />
820,316 820,316<br />
6. Liabilities from funds received under the Concession Agreement 232,889,746 162,891,127<br />
7. Liabilities from paid-in surplus upon the issue of bonds 4,372,809 4,372,809<br />
8. Liabilities from assets under management acquired upon the merger with PVAC 3,749,779 3,908,594<br />
9. Liabilities from non-repayable funds granted by the Cohesion Fund 41,262,612 27,178,252<br />
10. Liabilities from the EU funds for the TEMPO international project 1,839,950 667,479<br />
11. Liabilities from the funds of the European Regional Development Fund 431,258<br />
12. Liabilities from the EU financial support for TEN-T 2,277,256<br />
Total 2,626,780,055 2,614,951,901<br />
100 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Long-term liabilities from motorways transferred to assets under management are stated at revalued initial<br />
cost of motorways transferred to the Company and placed under its management upon incorporation,<br />
less revalued accumulated depreciation of capitalised motorways plus the effect of revaluation by the use<br />
of the cost of living index (in the years from 1994 to 2001). The changes in <strong>2007</strong> include:<br />
• the decrease by depreciation expense for assets under management in the amount of EUR 90,049,627<br />
EUR,<br />
• the effect of revaluation of foreign long-term borrowings, foreign currency balances in transaction<br />
accounts, and foreign currency denominated investments in the amount of 499,277,<br />
• the reversal of provisions for sold ETC tags in the amount of EUR 374,023,<br />
• the post-conversion reconciliation in the amount of EUR 2, and<br />
• the transfer of the Hrušica residential block, whose ownership was transferred, under contract, by the<br />
Republic of Slovenia to the Public Company for Road Maintenance in 1991, from the register of stateowned<br />
assets to the register of company-owned assets, in the carrying amount of EUR 158.816.<br />
Long-term liabilities from collected earmarked funds for motorway construction increased in <strong>2007</strong> by<br />
EUR 13,040,315.<br />
Long-term liabilities from funds received under the Concession Agreement amounted in <strong>2007</strong> to<br />
EUR 122,637,200, less payment of interest on borrowings and issued bonds in the amount of EUR<br />
52,638,581.<br />
In <strong>2007</strong>, the Company received long-term funds for motorway construction from the EU Cohesion Fund in<br />
the amount of EUR 14,084,360, funds from the EU for the TEMPO international project in the amount of<br />
EUR 1,172,471, funds from the European Regional Development Fund in the amount of EUR 431,258, and<br />
financial support from the EU for the TEN-T project in the amount of EUR 2,277,256.<br />
Long-term operating liabilities from municipality-owned assets under management<br />
Long-term operating liabilities from municipality-owned assets under management are recorded at the<br />
amount co-financed by local communities and public utilities for motorway construction and amounted to<br />
EUR 20,748,712 as at 31 December <strong>2007</strong>.<br />
Long-term operating liabilities from other assets under management<br />
Long-term operating liabilities from other assets under management increased in <strong>2007</strong> due to the sale of<br />
land acquired for motorway construction but not entirely used for its construction or not entirely needed<br />
for operation and maintenance of motorways, invoiced easement on land, rentals, waste material, and<br />
other items.<br />
101 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Short-term financial liabilities from borrowings for the acquisition of property, plant and equipment<br />
under management<br />
Short-term financial liabilities from borrowings for the acquisition of property, plant and equipment under<br />
management are recorded in the amount equal to a portion of principal of long-term borrowings due for<br />
repayment in 2008.<br />
Lender 31 Dec <strong>2007</strong> in EUR 31 Dec 2006 in EUR<br />
(without cents) (without cents)<br />
European Bank for Reconstruction 1,801,038 2,012,837<br />
and Development 2<br />
European Investment Bank I 5,994,000 5,994,000<br />
European Investment Bank II 8,666,667 8,666,667<br />
European Investment Bank III 11,666,667 11,666,667<br />
European Investment Bank IV 10,666,667 10,666,667<br />
European Investment Bank V 6,000,000 3,000,000<br />
Kreditanstalt für Wiederaufbau I 5,283,350 5,283,350<br />
Bank Consortium I 1,206,387 1,209,745<br />
Bank Consortium II 448,169 449,700<br />
Bank Consortium III 700,942 700,942<br />
Bank Consortium IV 344,416 0<br />
Bank Consortium V 397,011 198,505<br />
Unicredit Banka Slovenija II 6,666,667 6,666,667<br />
Banka Koper 2,333,333 2,333,333<br />
Total principal 62,175,314 58,849,080<br />
Short-term interest payable as at 31 December <strong>2007</strong> included interest payable on bank borrowings and<br />
bonds issued for the acquisition of property, plant and equipment.<br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
Interest on long-term borrowings 11,629,810 8,272,267<br />
Interest on bonds 3,411,653 3,416,028<br />
Total 15,041,463 11,688,295<br />
2 As at 31 December <strong>2007</strong>, short-term financial liabilities for borrowings from EBRD amounted to USD 2,651,308. The<br />
borrowing was denominated in USD and translated into the national currency euro at the middle exchange rate of the Bank<br />
of Slovenia in effect at the balance sheet date (EUR 1 = USD 1.4692).<br />
102 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Short-term trade liabilities<br />
in EUR 31 Dec <strong>2007</strong> 31 Dec 2006<br />
(without cents)<br />
Trade payables 121,244,612 156,527,920<br />
Compensation payable 1,891,968 2,105,823<br />
Other payables 46,433 6,482<br />
Payables for goods and services not yet invoiced 139,881 139,881<br />
Total 123,322,894 158,780,106<br />
Short-term trade liabilities include payables relating to motorway construction works performed and<br />
charged by domestic and foreign suppliers, compensation payable for land acquired, and other payables.<br />
97% of short-term trade liabilities were not yet due for payment.<br />
Short-term trade liabilities also include payables for funds (collateral) retained as a performance guarantee<br />
in case the contractors fail to present relevant bank guarantees or other financial securities. The funds<br />
retained under the contracts concluded with contractors belong to contractors and are paid to them upon<br />
the fulfilment of contractual obligations and the submission of relevant documents by contractors.<br />
As at 31 December <strong>2007</strong>, payables for retained funds amounted to EUR 2,611,626, or 2.1 percent of the<br />
total trade liabilities.<br />
Trade payables as at 31 December <strong>2007</strong>:<br />
in EUR 31 Dec <strong>2007</strong> in %<br />
(without cents)<br />
SCT d.d. 49,101,094 40<br />
PRIMORJE d.d. 16,333,068 13<br />
CESTNO PODJEJTE MARIBOR d.d. 8,860,741 7<br />
VEGRAD d.d. 6,100,022 5<br />
CM CELJE d.d. 6,049,330 5<br />
VIDONI S.P.A., Branch in PODNANOS 4,906,970 4<br />
OBEROSLER CAV. PIETRO S.P.A. 4,906,970 4<br />
SGP POMGRAD d.d. 2,956,109 3<br />
STRABAG AG 2,710,887 2<br />
CESTNO PODJETJE LJUBLJANA d.d. 2,580,265 2<br />
Other suppliers 18,817,438 15<br />
Total 123,322,894 100<br />
103 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Liabilities from the use of company-owned assets to finance state-owned assets under<br />
management<br />
In the balance sheet of state-owned assets under management, the State’s liabilities to the Company<br />
arising from the use of company-owned assets to finance state-owned assets are recorded in the amount<br />
of EUR 2,972,287. In the balance sheet of company-owned assets, the Company’s receivables from the<br />
State are recorded in the same amount.<br />
The State’s liabilities include:<br />
• 2008 concession tax, transferred in advance, payable in the amount of EUR 3,253,866,<br />
• <strong>2007</strong> remuneration payable under the Agreement on the Performance of Contracts in the amount of<br />
EUR 1,020,465 (this liability was settled in the beginning of 2008).<br />
104 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Additional disclosures in the income statement of <strong>DARS</strong> d.d.<br />
Net sales<br />
in EUR <strong>2007</strong> 2006 in % Index<br />
(without cents) <strong>2007</strong>/2006<br />
Revenue from tolls 174,719,492 151,951,470 84 115<br />
Revenue from rentals 4,380,392 3,988,316 2 110<br />
Revenue from road closure and<br />
overweight load transports<br />
1,406,321 1,229,410 1 114<br />
Revenue from easements 162,073 67,069 0 242<br />
Revenue under agency agreement 26,398,091 17,882,299 12 148<br />
Other sales revenue 1,813,528 202,069 1 897<br />
Total 208,879,897 175,320,633 100 119<br />
Revenue from tolls amounted to EUR 174,719,492 or 84% of the total sales in <strong>2007</strong>. They were up 15%<br />
over the previous year’s figure.<br />
Revenue from tolls was followed by revenue under the Agreement on the Performance of Contracts,<br />
which accounted for 12% of net sales and were up 48% compared to 2006. To implement an order<br />
under the Agreement on the Performance of Contracts, the Company is entitled to remuneration from<br />
the State in an amount equal to 5.49% of the value of motorway construction and reconstruction works<br />
defined in the current Annual Motorway Development and Reconstruction Plan (AMDRP). Monthly<br />
advance payments are effected on the basis of the value of works under the AMDRP. The final statement<br />
of account is prepared on the basis of realised works as stated in the annual report on implementation of<br />
the AMDRP presented to the National Assembly. The remuneration stipulated in the Agreement on the<br />
Performance of Contracts increases or decreases in line with the contractual provisions on cost-related<br />
incentives and cost-related penalties. In line with the contractual provisions, the relevant sales revenue<br />
is charged to the Ministry of Transport and the payment is effected by transferring the funds from the<br />
transaction account for motorway construction to the transaction account of the Company.<br />
Revenue from rentals (for the lease of motorway service areas and base stations) is generated by the<br />
lease of land alongside motorways for the provision of catering services and the erection of petrol service<br />
stations. Revenue from rentals increased by 10% compared to 2006. The prices are set subject to public<br />
tenders.<br />
Sales also include revenue from road closures and overweight load transports in the amount of EUR<br />
1,406,321, and revenue from easements in the amount of EUR162.073.<br />
Other sales in the amount of EUR 1,813,528 include revenue from the sale of ETC tags, revenue from<br />
telecommunications, revenue from towing, snow ploughing and clearing road accidents, revenue from<br />
rentals for holiday facilities and apartments, revenue from the sale of waste material, and other sales<br />
revenue.<br />
Net sales were earned entirely in the domestic market.<br />
105 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Other operating revenue<br />
Other operating revenue in the amount of EUR 2,244,314 comprises revenue from received insurance<br />
benefits for damages on motorways and motorway facilities, revenue from reversal of provisions, and<br />
revenue from disposal of property, plant and equipment.<br />
Costs and operating expenses<br />
Costs of operation and maintenance of motorways:<br />
in EUR <strong>2007</strong> in %<br />
(without cents)<br />
Costs of materials 9,487,267 5<br />
Costs of services 151,901,201 76<br />
Labour costs 27,557,899 14<br />
Depreciation and amortisation expense 8,002,348 4<br />
Operating expenses from revaluation of<br />
intangible assets and property, plant and equipment<br />
Operating expenses from revaluation of<br />
current operating assets<br />
12,752 0<br />
59,160 0<br />
Other operating expenses 1,834,670 1<br />
Total 198,855,297 100<br />
Breakdown of costs by functional group:<br />
in EUR <strong>2007</strong><br />
(without cents)<br />
Costs of motorway maintenance and supervisor engineer 117,294,640<br />
Selling costs 51,407,891<br />
General and administrative costs 30,152,766<br />
Total 198,855,297<br />
106 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Costs of materials and services<br />
in EUR <strong>2007</strong> in %<br />
(without cents)<br />
Costs of materials: 9,487,267 100<br />
- Costs of materials 1,934,744 20<br />
- Costs of energy 2,686,046 28<br />
- Costs of spare parts for property, plant and equipment 239,982 3<br />
- Low-value assets writeoff 4,059,611 43<br />
- Other costs of materials 566,884 6<br />
Costs of services: 151,901,201 100<br />
- Costs of supervisor engineer 17,304,902 11<br />
- Costs of maintenance of property, plant and equipment 3,350,979 2<br />
- Rentals 831,047 1<br />
- Costs of payment transactions 2,498,681 2<br />
- Costs of charges under the Concession Agreement 122,637,200 81<br />
- Other costs of services 5,278,392 3<br />
Total 161,388,468<br />
The costs of materials amounted to 5% of the total operating expenses and increased by 27% compared<br />
to 2006. The major items in the costs of materials are the costs of salt (9%) and the costs of electricity<br />
(15%).<br />
The costs of services amounted to 76% of the total operating expenses. The major item in the costs of<br />
services is the costs of charges under the Concession Agreement (81%) paid to the State on the basis<br />
of the concession granted to the Company. In exchange for the exclusive right to manage and maintain<br />
motorways in the Republic of Slovenia, the Company pays to the State a concession tax on the basis of<br />
monthly statements of account. At year end, a final statement of account is prepared on the basis of the<br />
annual statement of account of concession taxes. The costs of taxes under the Concession Agreement<br />
increased by 19% over the previous year’s figure. Other costs of services increased by 12% compared<br />
to 2006.<br />
The costs of supervisor engineers amounted to 11% of the total costs of services and included the costs<br />
of engineer services in the construction, reconstruction and maintenance of motorways.<br />
107 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Labour costs<br />
Labour costs amounted to 14% of the total operating expenses and increased by 5% compared to<br />
2006.<br />
Labour costs included the costs of supplementary pension insurance premiums in the amount of EUR<br />
556.327.<br />
As at 31 December <strong>2007</strong>, the Company had 1,128 employees. The average staff count in <strong>2007</strong> was 1,066<br />
(based on the number of working hours).<br />
In <strong>2007</strong>, wages and salaries were paid in line with the General Collective Agreement for the Industry<br />
Sector, Implementation of the Incomes Policy Agreement for the Period 2002 — 2004 Act (Official<br />
Gazette of the Republic of Slovenia, 59/02), and the Company’s Collective Agreement in effect as from<br />
1 January <strong>2007</strong>.<br />
The average salary in the Company in <strong>2007</strong> (in EUR):<br />
Average gross salary <strong>2007</strong><br />
<strong>DARS</strong> d.d. 1,540<br />
Republic of Slovenia 1,285<br />
In <strong>2007</strong>, the total gross remuneration of the members of the Management Board amounted to EUR<br />
398,814 EUR. Disclosed below are the remunerations to the Management Board members in <strong>2007</strong>:<br />
Type of<br />
remuneration<br />
in EUR<br />
(without cents)<br />
Rajko SiroËiË Debeljak Stanislav Tomislav<br />
Nemec<br />
President of<br />
MB until<br />
25 Oct <strong>2007</strong><br />
Acting Deputy<br />
President of<br />
MB until<br />
31 Mar 2006<br />
President of<br />
MB since<br />
26 Oct <strong>2007</strong><br />
Doc. dr. Žan<br />
Jan Oplotnik<br />
Deputy<br />
President<br />
of MB<br />
Abdon Peklaj Aleš Hojs Boštjan<br />
Rigler<br />
MB<br />
member until<br />
25 Oct <strong>2007</strong><br />
MB<br />
member<br />
MB<br />
member<br />
since<br />
26 Oct <strong>2007</strong><br />
Gross management<br />
salary<br />
96,739 17,381 14,851 89,457 99,124 16,598<br />
Vacation bonus 730 730 730<br />
Incentive bonus for<br />
2006<br />
15,444 3,991 13,552 9,747<br />
Fringe benefits 3,205 842 7,261 4,457 31<br />
Refund of expenses 826 18 804 907 101<br />
Supplementary<br />
pension insurance<br />
premium<br />
575 713<br />
Total 117,519 3,991 18,241 14,851 111,804 115,678 16,730<br />
The gross emoluments of employees employed under employment contracts not subject to the Collective<br />
Agreement amounted to EUR 912,988 in <strong>2007</strong>.<br />
108 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
The remunerations of members of the Supervisory Board in <strong>2007</strong>:<br />
in EUR<br />
Gross emoluments<br />
(without cents)<br />
Slak Franc 13,363<br />
VerliË Peter 8,669<br />
Kamnar Helena 2,535<br />
IvanušiË Zvonko 10,209<br />
Vidic Tomaž 1,650<br />
Ošo Simon 1,650<br />
Sever Robert 2,750<br />
Meško Vito 11,419<br />
Ratajc Lojze 9,769<br />
KodriË Darko 1,100<br />
Likar Dimitrij 6,050<br />
Total 69,164<br />
The claims of employees under labour disputes contested by the Company are disclosed in the note to<br />
long-term provisions.<br />
Writedowns<br />
in EUR <strong>2007</strong><br />
(without cents)<br />
Amortisation of intangible assets 222,602<br />
Depreciation of property, plant and equipment 7,779,746<br />
Operating expenses from revaluation of intangible assets and property,<br />
plant and equipment<br />
12,752<br />
Operating expenses from revaluation of operating current assets 59,160<br />
Total 8,074,260<br />
If the annual depreciation/amortisation rates in effect until 1 January <strong>2007</strong> had been applied, the<br />
depreciation/amortisation expense would have been higher by EUR 180,626 in <strong>2007</strong>.<br />
Operating expenses from revaluation of operating current assets include an allowance for trade<br />
receivables.<br />
109 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Other operating expenses<br />
Other operating expenses include costs of long-term provisions in the amount of EUR 1,560,972 EUR. In<br />
<strong>2007</strong>, the costs of long-term provisions comprised:<br />
a) provisions for long-term accrued costs of contingent losses arising from claims in association with<br />
motorway operation and maintenance in the amount of EUR 90,906 and claims by employees under<br />
labour disputes in the amount of EUR 57,581;<br />
b) provisions in the amount of EUR 293,746 for long-term accrued costs relating to employment as a<br />
result of a transition to the new satellite toll system. The estimate of the number of redundancies due<br />
to the change in the toll system is 300. A number of redundant employees will be requalified for other<br />
jobs, particularly for toll control, in line with internal needs. In some cases, the purchase of insurance<br />
period by some redundant employees will be possible. It is estimated that severance pay will have<br />
to be paid to 100 employees. Accrued costs in <strong>2007</strong> included a quarter of the costs of anticipated<br />
purchase of insurance period and severance pay in the amount of EUR 293,746;<br />
c) provisions for termination benefits upon retirement and jubilee benefits in the amount of EUR<br />
117,534;<br />
d) provisions in the amount of EUR 32,497 for termination pays upon retirement to employees not<br />
included in the pension scheme of collective supplementary pension insurance under the agreement<br />
between trade unions and the Company;<br />
e) long-term accrued costs and deferred revenue for settlement of contingent liabilities arising from<br />
the return of purchase money upon a possible return of ETC tags in the amount of EUR 968,709 (the<br />
buyers of ETC tags are entitled to return ETC tags within seven years from the date of purchase).<br />
Financial revenue<br />
Financial revenue from loans to others in the amount of EUR 1,367,283 includes revenue from short-term<br />
surplus liquid funds deposited with banks as euro deposits and investments in securities, and revenue<br />
from revaluation of investments as held for sale. Other financial revenue in the amount of EUR 14,646<br />
comprises financial revenue from operating receivables including default interest revenue and foreign<br />
exchange gains.<br />
Financial expenses<br />
Financial expenses in the amount of EUR 11,701 comprise foreign exchange losses and default interest<br />
expenses.<br />
Other revenue<br />
Other revenue in the amount of EUR 85,167 EUR includes indemnities received under court judgements<br />
and contract penalties.<br />
Other expenses<br />
Other expenses in the amount of EUR 17,471 include indemnities paid under court judgements.<br />
110 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Income tax<br />
Income tax is levied under the Corporate Income Tax Act (ZDDPO-2). The base for tax assessment is the<br />
total profit increased by non-deductible expenses and reduced by tax relief under the law. The resulting<br />
tax base is taxed at the rate of 23%.<br />
No. in EUR <strong>2007</strong><br />
(without cents)<br />
1 Revenue 212,591,309<br />
2 Expenses 198,884,469<br />
3 Total profit (1-2) 13,706,840<br />
4 Decrease in revenue 723,831<br />
5 Increase in revenue 0<br />
6 Decrease in expenses — non-deductible expenses 1,705,171<br />
7 Increase in deductible expenses 118,019<br />
8 Deductible revenue less deductible expenses (1-2-4+5+6-7) 14,570,161<br />
9 Tax base (8) 14,570,161<br />
10 Change in tax base due to a change in accounting policies 112,462<br />
11 Increase in tax base by the amount of tax relief used 1,310<br />
12 Tax relief for employment of disabled persons 234,185<br />
13 Tax relief for supplementary pension insurance 556,327<br />
14 Tax relief for grants 11,300<br />
15 Taxable base (9-10+11-12-13-14) 13,657,197<br />
16 Income tax at 23% 3,141,155<br />
The net profit for the period is equal to the amount of total profit determined in the income statement,<br />
reduced by income tax liability for the accounting period, and increased by deferred taxes. The net profit<br />
for the period was 2.53-times higher than in the previous year.<br />
in EUR <strong>2007</strong><br />
(without cents)<br />
Operating profit 12,268,915<br />
Profit from financing 1,370,229<br />
Profit form extraordinary activities 67,696<br />
TOTAL PROFIT 13,706,840<br />
Income tax 3,141,155<br />
Deferred taxes -61,548<br />
Net profit for the period 10,504,137<br />
Net profit for the period restated by use of the cost of living index<br />
in EUR (without cents) Growth in% Equity amount Effect of Decreased profit or<br />
restatement loss for the period<br />
Equity — restatement by the use of<br />
the cost of living index<br />
5.6% 44,659,625 2,500,939 8,003,198<br />
111 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Performance ratios<br />
31 Dec <strong>2007</strong> 31 Dec 2006<br />
1. FINANCING STATE RATIOS<br />
Equity financing ratio in %<br />
Equity<br />
Liabilities<br />
0,96 0,87<br />
Long-term financing ratio in %<br />
Equity + provisions + long-term liabilities<br />
Liabilities<br />
95,62 94,65<br />
Short-term financing ratio in %<br />
Short-term liabilities (including short-term accrued expenses and<br />
deferred revenue) 4,38 5,35<br />
Liabilities<br />
2. INVESTMENT RATIOS<br />
Fixed assets investment ratio in %<br />
Fixed assets (at carrying amount)<br />
Assets<br />
98,24 98,36<br />
Long-term investment ratio in %<br />
Fixed assets + long-term investments + long-term operating<br />
receivables 98,25 98,38<br />
Assets<br />
3. HORIZONTAL FINANCIAL STRUCTURE RATIOS<br />
Quick ratio in %<br />
Liquid assets + short-term receivables<br />
Short-term liabilities<br />
17,17 23,36<br />
Current ratio in %<br />
Current assets<br />
Current liabilities<br />
4. EFFICIENCY RATIOS<br />
39,52 29,93<br />
Operating efficiency ratio in %<br />
Operating revenue<br />
Operating expenses<br />
Operating profit rate in %<br />
Operating profit<br />
Operating revenue<br />
106,17 101,76<br />
5,81 2,32<br />
Net profit margin in %<br />
Net profit<br />
Revenue<br />
4,94 2,30<br />
5. PROFITABILITY RATIOS<br />
Net return on equity<br />
Net profit for the period<br />
Average equity (without net profit for the period)<br />
0,28 0,12<br />
112 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Events after the Balance Sheet Date<br />
• On 25 April 2008, the National Assembly of the Republic of Slovenia passed the Act Amending the<br />
Public Roads Act. Pursuant to this Act, motorcycles, passenger and combined vehicles with a maximum<br />
admissible weight of 3.5 tons or less will be required to have a vignette when driving on motorways<br />
and expressways in Slovenia. The vignette system will be introduced with effect as of 1 July 2008.<br />
Trucks will be subject to the existing toll system until the introduction of the satellite system. The cost<br />
of an annual vignette shall be 55 EUR (the vignette will be valid in the calendar year of purchase and in<br />
January of the following year). The cost of a semi-annual vignette shall be 35 EUR (it will be valid for<br />
six successive months from the date of purchase). The cost of a vignette for motorcycles will be half the<br />
cost of a vignette for passenger vehicles.<br />
The vignette system will be introduced on all roads managed and maintained by the toll road manager<br />
(<strong>DARS</strong> d.d.). Before the introduction of the vignette system, the toll road manager shall provide for an<br />
adequate quantity of stickers — vignettes. The proper affixing of a vignette on a motor vehicle and its<br />
validity will indicate that the respective road toll for the use of toll roads in a certain period of time has<br />
been paid.<br />
The toll payment and the proper use of vignettes will be controlled by the toll road manager (<strong>DARS</strong> d.d.)<br />
and, in case of any violations, its authorised officials (road supervisors) will conduct a quick violations<br />
procedure against violators and decide accordingly. In addition to road supervisors, the vignettes<br />
will also be controlled by the Police, the Transport Inspectorate of the Republic of Slovenia, and the<br />
Customs Administration of the Republic of Slovenia. In addition to their own authorisations, they will<br />
also be granted authorisation for road supervision. All the above-mentioned bodies are also violation<br />
bodies, i.e. they will be entitled to impose a fine at the scene of a violation.<br />
An analysis of the consequences of the introduction of the vignette system and a financial analysis<br />
of the change in the toll system are currently being prepared and have not yet been discussed by the<br />
Company’s bodies.<br />
• On 22 January 2008, the Government of the Republic of Slovenia appointed Uroš RožiË to the<br />
Supervisory Board of the Company. In April 2008, Dimitrij Likar was relieved of his office by the Workers<br />
Council and, in his place, Matej JelušiË was appointed member of the Supervisory Board. Vito Meško<br />
and Darko KodriË were reappointed by the Workers Council to the Supervisory Board.<br />
• On 31 March 2008, a loan contract in the amount of EUR 145 million was concluded with Nova<br />
Ljubljanska banka d.d..<br />
• In May 2008, the National Assembly of the Republic of Slovenia approved the 2008 Annual Motorway<br />
Development and Reconstruction Plan (AMDRP) amounting to a total EUR 832 million, and passed the<br />
Act on the Consent and Guarantee of the Republic of Slovenia to <strong>DARS</strong>, d.d. in the amount of EUR 544<br />
million.<br />
113 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
Audit of the <strong>2007</strong> Annual Report under the Contract<br />
The contractually stipulated amount of audit services relating to the <strong>2007</strong> Annual Report of the Company<br />
came up to EUR 44,567 inclusive of VAT. The audit was carried out by the audit company KPMG Slovenija,<br />
d.o.o., Ljubljana. This audit company also carried out the audit of the RANKERS project in the amount of<br />
EUR 1,200 inclusive of VAT.<br />
Statement of Management Responsibility<br />
The Management Board of <strong>DARS</strong> d.d. approves the financial statements of <strong>DARS</strong> d.d. and the notes<br />
thereto for the year ended 31 December <strong>2007</strong>.<br />
The Management Board acknowledges that the financial statements have been prepared in conformity<br />
with accepted accounting policies, that the accounting estimates have been prepared under the principle<br />
of conservatism and the principle of due care, and that the annual report gives a true and fair view of<br />
the financial position of the Company and the results of its operations for the year ended 31 December<br />
<strong>2007</strong>.<br />
Management Board of <strong>DARS</strong> d.d.<br />
Celje, 9. 6. 2008<br />
114 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
115 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> FINANCIAL REPORT
116 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> AUDITOR’S REPORT
117 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> AUDITOR’S REPORT<br />
AUDITOR’S<br />
REPORT
118 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> AUDITOR’S REPORT
119 LETNO PORO»ILO <strong>DARS</strong> d.d. <strong>2007</strong> REVIZORJEVO PORO»ILO
120 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> AUDITOR’S REPORT
121 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> AUDITOR’S REPORT<br />
STATEMENT OF<br />
CORPORATE<br />
GOVERNANCE
Declaration of Conformity of the Company <strong>DARS</strong> d.d. to the “Management Code<br />
for Publicly Traded Companies”<br />
The Motorway Company of the Republic of Slovenia, PLC, Celje (hereinafter: Company) herewith informs<br />
the shareholders and public that it conducts business in compliance with the valid regulations and legal<br />
acts which are in force in the Company and which to a large extent also regulate the issues regulated by<br />
the “Management code for publicly traded companies”.<br />
The Company hereby states that it complies with the provisions of the “Management code for publicly<br />
traded companies”, which was formed and adopted by common consent by the Ljubljana Stock Exchange<br />
PLC, Ljubljana, the Association of Supervisory Board Members and the association Manager on 18 March<br />
2004, and modified and amended on 14 December 2005 and 5 February <strong>2007</strong> (hereinafter: Code),<br />
published on the web pages of the Ljubljana Stock Exchange d.d., at the address http://www.ljse.si/, with<br />
the following derogations or particularities:<br />
The Company does not comply with the provision of point 1.1.1. of the Code, which specifies that the<br />
basic objectives of a company should be stated in the company Statute. The tasks and objectives of the<br />
Company are defined in the Slovenian Motorways Company Act (Official Gazette of the RS, no. 57/93 with<br />
amendments, hereinafter Z<strong>DARS</strong>).<br />
The Company complies with the Code provision 1.3.1., which specifies that shareholders exercise their<br />
rights at the general meeting and that each shareholder is entitled to participate at the general meeting.<br />
The sole shareholder of the Company is the Republic of Slovenia, and the general meeting is performed at<br />
a session of the Government of the RS, which operates in compliance with the Government of the Republic<br />
of Slovenia Act (Official Gazette of the RS, no. 4/93 with amendments, hereinafter ZVRS) and the Rules<br />
of procedure of the Government of the Republic of Slovenia (Official Gazette of the RS, no. 43/2001 with<br />
amendments, hereinafter Rules of procedure of the Government of the Republic of Slovenia).<br />
The Company indirectly complies with the Code provision 1.3.5., which specifies that a general meeting<br />
is convened by the management, which also publishes the agenda, because the Company submits<br />
the proposed agenda to the competent Ministry, which submits the proposal for consideration to the<br />
Government of the Republic of Slovenia, in compliance with the ZVRS and the Rules of procedure of the<br />
Government of the Republic of Slovenia.<br />
Code provision 1.3.17. specifies that the majority of members of the management and supervisory bodies<br />
should attend the general meeting. The Company’s general meeting is a session of the Government, and<br />
the Government of the Republic of Slovenia may, pursuant to the ZVRS and the Rules of procedure of the<br />
Government of the Republic of Slovenia, invite the management to attend the session of the Government,<br />
because it is not usual for uninvited persons to attend sessions of the Government.<br />
The Company partly complies with the provisions of points 2.3.2. and 2.3.3. of the Code, which refer to the<br />
manner of determining the amount of payments, reimbursements and other benefits for the members of<br />
management, and the Company is of the opinion that its own regulation is sufficient, where the issues of<br />
payment to members of the management are regulated by the provisions of individual contracts between<br />
the Company and individual members of the management. The contract of employment specifies the<br />
maximum amount of the variable part of payment in compliance with the criteria in the contract, but the<br />
Company does not have a special internal regulation which specifies criteria on the manner of determining<br />
the amount of payments, reimbursements and other benefits for the members of the management, but<br />
it applies as appropriate the recommendations of the Government of the RS regarding remuneration for<br />
managers of state-owned companies, and it also obtained the prior consent of the competent Minister<br />
with regard to the amount of salary for individual managers.<br />
122 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> STATEMENT OF CORPORATE GOVERNANCE
The Company does not implement the Code provisions 2.3.4., 2.3.5., 2.3.6. and 2.3.7., which refer to share<br />
options and comparable remuneration systems as variable parts of receipts, because it does not have a<br />
system and practice of remunerating by share options.<br />
The Company does not comply with the provision of point 2.4.7. of the Code, which specifies that a member<br />
of management should accept membership in the supervisory board only after informing the President<br />
of the supervisory board in the company in which the member performs the function of a member of<br />
management, because no built-in obligation exists to do that.<br />
The company does not comply with provision 3.1.1. of the Code (which specifies that the tasks of the<br />
supervisory board are to appoint and supervise the management) in the part referring to appointing the<br />
management, because the Company management is appointed by the Government of the Republic of<br />
Slovenia in compliance with the provisions of the Z<strong>DARS</strong>.<br />
The Company does not comply with the provision of point 3.1.9. of the Code, which specifies that the<br />
supervisory board should use information technology to send out materials and convene sessions,<br />
because the Company’s supervisory board sends out materials and convenes sessions by means of<br />
registered post with a return receipt.<br />
The Company complies with the provision of point 3.1.10. of the Code, because the Supervisory Board<br />
assesses its own work once a year. Assessment of the work of the Supervisory Board of <strong>DARS</strong> d.d.<br />
includes an assessment of the composition of the supervisory board, an assessment of the operations<br />
of the supervisory board as a group, and an assessment of the qualifications and efficiency of individual<br />
members, an assessment of the operations of individual commissions of the supervisory board, an<br />
assessment of work organisation and measures to improve efficiency. Members of the Supervisory Board<br />
regularly attend training and meetings, and the President of the Supervisory Board also encourages them<br />
to perform their functions efficiently and actively.<br />
The Company complies with the provision of point 3.1.11. of the Code, because the Supervisory Board<br />
prepares a written report to the general meeting next to the annual report every year.<br />
The Company complies with provision 3.2.1. of the Code, which specifies that the supervisory board is<br />
authorised to appoint and recall members of the management, whereby it strives for continuity, except<br />
in the part referring to appointing and recalling members of the management, for which is, pursuant to<br />
the Z<strong>DARS</strong>, competent the Government of the Republic of Slovenia and not the supervisory board. But<br />
the supervisory board proposes to the Government of the Republic of Slovenia the appointment and<br />
dismissal of members of the management.<br />
The Company does not in its entirety comply with the provision of point 3.3.6. of the Code, which specifies<br />
that the commission, upon collecting proposals for supervisory board candidates, should take into<br />
consideration the pre-set criteria and that these criteria should be specified by the company statute. The<br />
statute specifies that members of the supervisory board should fulfil the terms and conditions specified<br />
by law and, additionally, that they are specialists in the field of economics, engineering, commercial law<br />
or finance, or have many years of experience in senior positions in the economy, but it does not specify<br />
more detailed criteria, as set out in point 3.3.6. of the Code.<br />
The Company complies with provision of point 3.4.2. of the Code, which specifies that the amount and<br />
manner of determining amounts of individual payments for supervisory board members are specified by<br />
a decision of the general meeting or by statute, because that is determined by decree of the Government<br />
of the Republic of Slovenia as the authoritative body which sets out the highest possible amounts of<br />
payments, and such decree refers to companies which are majority-owned by the Republic of Slovenia,<br />
which the Company is.<br />
123 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> STATEMENT OF CORPORATE GOVERNANCE
The Company does not comply with the provision of point 3.5.5 of the Code, which recommends that<br />
criteria to assess the existence of conflict of interests of supervisory board members should be determined<br />
by the rules of procedure of the supervisory board, the statute or a special company management code.<br />
Namely, the Rules of Procedure of the Supervisory Board and the Statute of <strong>DARS</strong> d.d. do not specify<br />
criteria to assess conflicts of interest of supervisory board members.<br />
The Company does not comply with the provision of point 5. of the Code, which specifies the management<br />
board, because the Company does not have a unitary system of management, but a double board.<br />
The Company complies with the provision in point 6. of the Code, which refers to relations in groups of<br />
companies or affiliated companies. Operations so far have not raised the need to conclude contracts of<br />
control; if the management or the supervisory board should assess that it is necessary to conclude such<br />
contracts or agreements to ensure transparency, the Company will conclude them.<br />
Provision 7.1.4. of the Code specifies that an auditor should attend the general meeting of shareholders of<br />
a company. The Government of the Republic of Slovenia may invite auditors, in compliance with the ZVRS<br />
and the Rules of Procedure of the Government of the Republic of Slovenia, to attend the session of the<br />
government (or the Company’s general meeting).<br />
The company does not comply in its entirety with Code provision 8.2, which specifies that a company<br />
should ensure the publication of notifications and annual reports in English, because the Company does<br />
not publish notifications in English language and prepares the annual report in English at a later date.<br />
The company complies with the provision of point 8.3.4. of the Code, which specifies that annual and semiannual<br />
reports should be available to shareholders for inspection; but the Company does not prepare a<br />
semi-annual report.<br />
The Company has so far not implemented the provision of point 8.6. of the Code, referring to the financial<br />
calendar of important publications, because business events and other circumstances happen too rapidly,<br />
which could mean that the calendar would have to be modified too often.<br />
The Company implements the provision of point 8.9.1. of the Code, which specifies that companies should<br />
publish proposals by the general meeting on amendments to the statute or reorganisation of the company<br />
status, except in the part referring to possible investors.<br />
The Company takes into consideration to a large extent Code provision 8.17., which refers to company<br />
web pages, but the Company does not name a contact person responsible for investor relations.<br />
The Company regularly publishes the Declaration of Conformity to the Code in its annual reports. There<br />
are no modifications with regard to the Declaration of Conformity published in the annual report for<br />
2006.<br />
Celje, 24 June 2008 Management of <strong>DARS</strong> d.d. Supervisory Board of <strong>DARS</strong> d.d.<br />
124 ANNUAL REPORT <strong>DARS</strong> d.d. <strong>2007</strong> STATEMENT OF CORPORATE GOVERNANCE