Annual report 2012

eport 

Results 2012annual

Annual Report 

1. Profile and key figures 5 

2. Healthy and independent 7 

3. Financial performance 11 

4. Grids and Networks 15 

5. Energy and Multimedia 19 

6. Waste management 25 

7. Report of the Supervisory Board 28 

8. Corporate governance 30 

9. Risk and risk management 32 

10. Personal particulars 36 

11. Financial statements 2012 41

“Delta not only supplies 

energy, but is also 

constructing a new 

high-voltage 

distribution 

transformer for us. 

They are familiar with 

the grid, provide 

a good service, 

and deliver excellent 

value for money.” 

4 

Lloyd Filemon is a manager at the Engineering Department of Zeeland Refinery in Vlissingen. 

Zeeland Refinery converts crude oil into fuels, including petrol, kerosene and diesel. 

The company employs around 400 people.

DELTA Annual Report 2012 

Profile 

and key figures1 

DELTA is an independent multi-utility company specialising in energy, grids and networks, and waste management. 

Its shares are held by municipal and provincial authorities in the Provinces of Zeeland, Brabant and South Holland. 

DELTA’s head office is located in Middelburg, the Netherlands. The company employs around 3,000 people. 

Energy 

In addition to electricity generation and energy trading, DELTA 

supplies gas and electricity to private and business customers. 

DELTA also provides consumers in Zeeland Province with digital 

services (Internet access, telephony, TV and radio signals) and 

water through its share interest in Evides. With its multi-utility 

approach, the company serves a large number of households 

in Zeeland and corporate customers in and, also increasingly, 

outside this service area. 

Grids and networks 

DELTA Netwerkbedrijf B.V. (DNWB) and DELTA Infra B.V. jointly 

form the Networks division. In its capacity as regional grid 

operator, DNWB performs its duties under the Dutch Electricity 

and Gas Act. It is responsible for managing the regional 

gas and electricity distribution grids. Grid construction and 

maintenance is entrusted to DELTA Infra. DELTA Infra is also 

responsible for constructing and servicing the water mains 

networks operated by water company Evides and DELTA’s cable 

network. DELTA Infra’s other areas of expertise include 

high-voltage applications and metering technology, with 

services being delivered in Zeeland Province and elsewhere in 

the Netherlands. 

Key figures 2012 2011 

Electricity trading and sales 1,084 1,002 

Gas trading and sales 337 424 

Electricity & gas transmission 112 105 

Cable, Internet access, and telecommunication 75 72 

Waste logistics and environmental services 505 499 

Other revenue 59 83 

Total Net revenue 2,172 2,185 

Net profit attributable to shareholders 81 83 

in € millons 

Separate CSR report 

DELTA will release a separate Corporate Social 

Responsibility report in mid-2013. The CSR report will look 

at the company’s achievements in terms of People, Planet 

and Profit. 

Waste management 

All the waste management operations have been brought 

together in Indaver N.V., a subsidiary company in which DELTA 

owns a 75% share interest. Indaver focuses on the public sector 

(mainly in the Netherlands, Belgium and Ireland), medical 

institutions, and industrial companies (northwestern Europe). 

Most of the waste is processed at Indaver’s own facilities, but 

some is treated at other plants. The company uses a variety 

of waste treatment methods, including recycling, biomass 

production, and waste-to-energy (energy produced from waste 

incineration). 

5

“We have been 

a customer with 

DELTA for years. 

Everything is 

working as it 

should and if 

it is not, DELTA 

is quick to help out. 

That’s what counts, 

doesn’t it?” 

6 

Emke de Heus lives in Westkapelle and buys gas, electricity 

and water from DELTA. She also relies on DELTA and ZeelandNet 

for television, Internet access and telephony services.


Healthy 

and independent 2 

The absence of economic recovery and overcapacity in the 

electricity market combined to have a negative impact on 

energy generating companies. Driven by its multi-utility 

strategy, however, DELTA reported relatively good results. 

Grids and networks performed well, with DNWB and DELTA 

Infra achieving excellent financial results in 2012. DNWB’s 

revenue was increased partly by the tariffs set by the Dutch 

Energy Regulation Office for gas and electricity transmission. 

DELTA Infra successfully acquired a number of key commercial 

contracts. Despite flat supply tariffs, Evides (in which 

DELTA owns a 50% share interest) also recorded a strong 

performance. Waste management company Indaver, in which 

DELTA owns a 75% stake, also ended the year with a solid profit. 

Revenue from waste processing increased, particularly outside 

Belgium. Capacity utilisation at the existing waste treatment 

plants continued to improve, with the newly constructed 

plant in Ireland making a positive contribution. Driven by the 

ongoing switch from analogue to digital services, Multimedia 

also ended the year with strong financial results. Thanks to the 

strong performance of our non-energy related activities, group 

profit remained almost at the level reported in 2011. 

With continued slack in the energy markets and the change 

of heart in terms of nuclear power, we felt the time was right 

for a strategic overhaul. Themed ‘Healthy & Independent’, 

we launched a new approach in 2012, involving a number 

of adjustments. To ensure an independent future based on 

a multi-utility offering, we believe that our focus should 

be on our core activities. Long-term cost savings, a leaner 

holding company and delegating more decision-making 

powers to the divisions (Networks, Energy & Multimedia, and 

Waste Management) should ensure that we can address the 

challenges ahead without having to abandon our sustainability 

objectives. Our main objective is to reduce CO 2 

emissions 

related to the generation of energy and becoming carbon 

neutral by 2050 within the full company and generate electricity 

at the same time. 

As part of this strategic overhaul, we prepared to downsize 

our holding company activities and announced a hiring freeze 

during the year. We also hived off our subsidiaries Triqua/DELTA 

MBR (waste water purification) and DELTA Industrial Cleaning, 

while DELTA Infra discontinued its technical lighting operations. 

Tightened financial policy led to a significant improvement in 

the company’s debt situation during the year. Net debt fell by 

EUR 84m to EUR 538m at year-end 2012. 

Corporate Social Responsibility 

At DELTA, we put safety first. We are committed to ensuring 

personal safety as well as making our working methods 

and production processes safer. Training courses and other 

activities are helping raise safety awareness among our staff, 

as evidenced by the growing number of improvement proposals 

reported via the HSE portal. This number, in fact, more than 

doubled. In 2013 the variable pay component for managers will 

be made conditional on the active contributions they make to a 

safer organisation. 

The restructuring of the Kreekraksluis wind farm will boost 

the share of wind power in Zeeland Province by 25%. Work 

on decommissioning the old turbines began in March. We are 

reconstructing the wind farm in conjunction with other partners 

and will be operating 16 turbines ourselves. The wind farm is 

expected to put into operation in August 2013. DELTA’s existing 

renewable power generation activities did well in 2012. 

The biomass power plant at Moerdijk recorded its best year 

since it began operations in 2008, in terms of both capacity 

availability and production volumes. 

7

2. Healthy and independent 

By making the Borssele coal-fired power station fully suited to 

biomass, we intend to increase the share of renewable energy 

further. The necessary preparations went under way during the 

year, which included building broad-based support to get the 

project up and running. Full conversion to biomass will increase 

renewable energy production in the Netherlands by 20%. 

The share of renewable energy also increased in the small-scale 

generation segment, as we introduced our ‘Guaranteed Solar’ 

programme, offering consumers the possibility of generating 

their own solar power. 

In 2012, DELTA’s Corporate Social Responsibility report was 

published for the second time. The company was explicitly 

referred to as the ‘biggest riser’ in the Transparency Benchmark 

used by the Dutch Ministry of Economic Affairs. We view this 

as a clear recognition of the improved quality of our reporting 

in terms of the impact of our activities on People, Planet and 

Profit. 

Customer service and system improvement 

DELTA’s and ZeelandNet’s customer service achieved great 

success in April. A survey of 15,000 households by Intomart 

GfK showed that our service and support are rated above 

average. We succeeded in maintaining high service levels – 

last year we were again ranked high in the league tables of 

the Dutch Consumer Association and other survey panels. 

Our customer service is one of the reasons why customers 

remain loyal to us, given that the percentage of customers 

switching supplier was again exceptionally low. In order to 

provide customers with even better service, we worked hard to 

implement a major IT project in 2012. All customer information, 

currently stored in different systems, will be migrated to a 

single computer system. The new system will also allow us to 

comply with new industry practices, better identify the needs 

and requirements of our customers, and improve our billing 

process. The system will be up and running in 2013. 

In April we announced plans to roll out an open Wifi network, 

giving holidaymakers and residents free Wifi Internet access 

at 80 locations in Zeeland Province. It is a key project for 

holiday destination Zeeland and at the forefront of nationwide 

developments. By introducing mobile telephony in May, we 

showed that we are taking the interests of consumers in 

Zeeland at heart. Our novel mobile phone subscription provides 

for free calls between subscribers and low charges for calling 

from Belgium to the Netherlands. We also continued to work to 

provide state-of-the-art services to our business customers. 

February saw the launch of DELTA Management Information, 

which provides customers with easy online access to their 

energy use data so as to encourage energy saving. This is 

becoming increasingly important to businesses as part of their 

Corporate Social Responsibility policy. 

Outlook 

We believe that an independent position, driven by our Energy, 

Waste Management and Regulated Operations units, is the 

best way forward to a healthy future. In the coming period, we 

will pursue a cautious investment policy and closely monitor 

the company’s cash flow, whilst continuing to accommodate 

initiatives that enable the transition to sustainable electricity 

generation. Grids will be improved to facilitate decentralised 

generation and the continued rollout of smart meters is 

expected to contribute to a more efficient use of energy. As a 

multi-utility company, we have the knowledge and expertise 

to achieve this. The revamped Kreekraksluis wind farm will 

be put into operation and generate renewable energy in 2013, 

and plans are underway to make the coal-fired power plant in 

Borssele fully suited to biomass-based power generation. 

In the coming period, we will also focus on extending the 

useful life of the Borssele nuclear power station. Targeted 

maintenance, inspections and replacement should ensure that 

it remains among the 25 per cent safest nuclear power stations 

in the Western world until 2034, this being a key permit 

requirement for keeping the nuclear power plant open. 

Organisational improvement will be achieved by having DNWB 

and Infra work more closely together, downsizing our head 

office in Middelburg, and structuring the Energy en Multimedia 

divisions more efficiently. 

8


Thanks to the company’s new strategy entitled ‘Healthy 

& Independent’, we are in a position to continue to pay an 

attractive dividend to our shareholders, whilst keeping 

employment in our service area largely intact. We will continue 

to supply corporate and retail customers with reliable and highquality 

multi-utility products and services. We are in a position 

to do so thanks to the dedication and commitment shown by 

our employees, to whom we are very grateful. 

We will continue our drive towards cost savings and continued 

streamlining of the company in 2013. However, in light of the 

unfavourable market conditions, we expect profit on ordinary 

activities in 2013 to fall below the level recorded in 2012. 

Rob Frohn 

CEO 

Frank Verhagen 

CFO 

9

“We can monitor 

and compare electricity 

consumption at all 

our separate stores 

and transmitter 

sites. Our billing 

has been 

adjusted to 

that. It encourages 

a more efficient energy 

use. DELTA is helping 

us deliver on our 

sustainability policy.” 

10 

Hennie de Koning is Corporate Energy Manager at T-Mobile. 

With just under 5 million customers, T-Mobile Netherlands, 

a group company of Deutsche Telekom, is one of the largest mobile 

phone companies serving consumers and small and medium-sized business.


Financial 

performance3 

DELTA ended 2012 with a strong profit. The business units Grids and Networks and Waste Management achieved betterthan-expected 

results, with Multimedia also contributing to the positive performance. Our share of profits in associates 

(Evides and EPZ) also made a strong contribution and we recorded several one-off gains. Conditions in the electricity 

market are still giving cause for concern, due to the existing overcapacity and downward pressure on margins caused 

by the economic slowdown. However, the results in this segment benefited from the partial release of the provisions 

recognised in the previous year. 

Revenue and profit 

DELTA succeeded in maintaining its revenue at the level of 2011. 

Networks and Grids benefited from the favourable tariffs set 

for the regulated transmission of electricity and gas, increasing 

revenue by 8%. Infra won a number of key contracts, while 

its revenue and gross margin remained at the levels of 2011. 

Energy saw its sales volume increase, despite the loss of some 

larger customers that went out of business. Tightened credit 

management substantially reduced working capital allocation. 

The launch of new services and the increase in the share of 

digital TV subscriptions drove revenue in the Multimedia 

segment up by 4%. 

For the first time since its inception, waste management 

company Indaver surpassed the EUR 500m mark in revenue, 

driven by high capacity utilisation and the newly built medical 

waste incinerator in Antwerp (Belgium). In its first full calendar 

year of operation, the waste incinerator in Meath (Ireland) 

performed in accordance with expectations. Indaver saw its 

gross margin improve by 6%. 

The decline in profit from electricity generation typifies the 

situation across the energy markets in northwestern Europe. In 

this segment, gross margin plummeted by more than 30% (net 

of the partial release of a provision for loss-making contracts 

recognised in 2011). The fair value of the trading portfolio fell by 

EUR 5m, compared with a EUR 13m decline in 2011. 

Overall gross margin was down EUR 6m (-1%) on the previous 

financial year. 

Operating expenses remained stable, thanks to costs savings 

and efficiency improvements. During the year, impairments 

on production assets were recognised, partly triggered by the 

bankruptcy of a major multi-utility corporate customer and the 

addition to the bad debt provision necessitated by the economic 

crisis. 

The number of employees fell slightly during the year. At yearend 

2012, DELTA employed a total of 2,954 staff, compared 

with 2,977 at the end of 2011. The reduction was due to a strict 

recruitment policy, efficiency programmes, and staff leaving as 

operations were hived off. 

Share of profits in associates rose to EUR 77.7m, compared with 

EUR 71.8m in 2011. Water company Evides recorded the same 

profit as it did last year, driven by a one-off book profit on the 

IFRS-recognition of an acquisition. Selling the share interest in 

N.V. KEMA also contributed to the profit. After the acquisition 

of an additional 20% interest in EPZ in 2011, 70% of its results 

were consolidated in 2012. Since the additional 20% interest 

was recognised as share of profit in associates, fair value writedowns 

were also recognised in this item, reducing the share of 

profits in associates by EUR 20m. EPZ benefited from the refund 

of the ’Landsbanki funds’ and further payments it expects 

to receive in connection with this claim. The Sloe and Elsta 

production units operated in accordance with expectations, 

but were deployed to a limited extent due to the situation on 

the electricity market. Releasing the provisions for loss-making 

energy contracts, recognised in 2011 in connection with some 

associates, put pressure on our share of profits in associates. 

The Moerdijk biomass power plant recorded the highest energy 

efficiency output thus far and saw its profit improve as costs 

remained stable. The Sleco waste incinerator continued to 

report good results, while AZN (20% interest) made a lowerthan-expected 

profit due to operational problems. 

11

3. Financial review 

Compared to 2011, our funding requirement was reduced during 

the year, driven by greater focus on working capital control, 

reduced investments, and one-off gains including the sale of 

our minority interest in KEMA. During the year, interest-bearing 

debt net of available cash and cash equivalents decreased by 

EUR 84m to EUR 538 at year-end 2012. Accordingly, interest 

expenses fell by EUR 1.8m to EUR 21.9m in 2012, with EUR 6.3m 

of interest being added to the provisions. Finance expenses 

increased as a result in 2012. 

Corporate income tax was strongly impacted by movements in 

deferred tax assets in connection with tax loss carryforwards 

and unprofitable energy contracts. 

Subsidiary company Triqua/DELTA MBR was sold in 2012. 

The sale of DELTA Industrial Cleaning is expected to be 

completed in early 2013. The operating profits and expected 

proceeds from the sale of both companies were recognised in 

profit after tax on discontinued operations. 

DELTA N.V. ended 2012 with a post-tax profit of EUR 81.1m 

(2011: EUR 82.7m), available to its shareholders. 

Cash flow and investments 

With the exception of the Energy segment, all operations 

reported positive cash flows. Cash flow from operating 

activities was significantly boosted by working capital control, 

leading to strong results particularly in the corporate energy 

segment. Cash flow from operating activities totalled EUR 

222m. 

Cash flow from investing activities stood at EUR 98m, EUR 38m 

of which relating to Networks and Grids (extension and 

replacement of grids and equipment), and EUR 52m relating to 

Waste Management (regular replacement investments and the 

use of a new grate incinerator). ICT expenses were EUR 13m. 

Investments balanced out depreciation and amortisation during 

the year. The proceeds from the sale of our minority interest in 

KEMA were recognised in cash from investing activities. 

DELTA’s funding position looked solid at year-end 2012, driven 

by strong operating profits in its divisions, one-off gains, 

reduced investment, and improved working capital. 

The recognition of long-term loans improved the ratio of longterm 

debt to short-term debt. Net of the EUR 40m dividend 

payout for 2011, the company’s net debt position improved by 

EUR 84m on 2011. 

12


Financial position and solvency 

In 2012 comprehensive income stood at EUR 48m. This, coupled 

with the increase in value of the put option related to Indaver 

(EUR 6m) and the dividend payout for 2011 (EUR 40m), boosted 

shareholders’ equity to EUR 1,188m. 

The solvency ratio improved to 38.8%, driven by the increase in 

shareholders’ equity and, particularly, a shorter balance sheet 

due to improved working capital allocation and movements 

in derivatives. At year-end 2011, the solvency ratio stood at 

36.7%. 

The profit we made in 2012 allows us to propose a dividend of 

EUR 40m, in line with the dividend paid for 2011. We will put this 

proposal before the shareholders. 

Outlook 

We do not expect market conditions for energy production and 

energy trading to improve in 2013. Prospects for the company’s 

other activities are more favourable. With our diversified 

business portfolio and multi-utility approach, we are confident 

that we will be able to achieve positive group results in the 

coming years. 

To offset poor performance in the energy segment, we remain 

committed to introducing a new organisation structure, 

grouping our operations into four segments steered by a leaner 

holding company. Support services, corporate staff and shared 

service centres will be positioned closer to the business. 

This, and the review of our operations and processes and 

segment optimisation, should allow us to achieve significant 

cost savings. Reduced investment and cost, credit risk and 

working capital control remain necessary to keep the company 

‘recession proof’. 

13

“We buy 

communication 

services and 

energy from 

DELTA. Because 

we do so in 

conjunction with 

other healthcare 

providers in Zeeland, 

we can stipulate 

competitive rates.” 

14 

Gabrielle Davits is Chairman of the Board at SVRZ. 

SVRZ delivers care to elderly people and rehabilitation services in eight care homes. It also provides small-scale 

sheltered accommodation for people with Alzheimer’s or physical disabilities. SVRZ employs around 2,700 people.


Grids and 

Networks4 

Over the years, households, businesses and industrial customers in Zeeland Province have been able to count on reliable 

services, with the number of outage minutes remaining well below the national average. This is mostly due to DELTA’s 

consistent investment policy, which has led to high-quality infrastructure. Efficient collaboration between the grid 

operator and service provider and adequate fault clearance also contributed to our performance. 

In financial terms too, DNWB and DELTA Infra performed well in 

2012. Higher revenue for DNWB was mainly driven by the tariffs 

set by the Dutch Energy Regulation Office for gas and electricity 

transmission. DELTA Infra continued to improve its customer 

relationships during the year, and acquired several major new 

contracts. 

DNWB and DELTA Infra 

DELTA Netwerkbedrijf (DNWB) occupies an independent 

position within DELTA Group, its independent status 

being ensured by law. DNWB provides safe and secure, 

dependable and efficient management of the gas and 

electricity grids. Oversight is exercised by DNWB’s 

Supervisory Board. 

Grid construction and maintenance is entrusted to DELTA 

Infra. DELTA Infra also services the water mains and cable 

networks in southwestern Netherlands. It also renders 

services to industrial customers. 

DNWB worked hard to prepare for this switch. In late June, it 

was one of the first Dutch grid operators to be connected to 

the National Utility Connections Register. EDSN, the National 

Register Manager, commented as follows: “Over the weekend 

the National Utility Connections Register welcomed its second 

user. Grid operator DELTA has migrated more than 400,000 

connections seamlessly. Its staff and systems have successfully 

been using the Register since Monday morning.” 

Safety 

DNWB also recorded good results in an entirely different 

field. In December, it was the first company to be awarded an 

ISO 27001 certificate. ISO 27001 involves compliance with a 

set of specifications for a documented Information Security 

Management System (ISMS). The certification evidences that 

DNWB is in control of information security for its databases and 

information processes. With the introduction of smart meters, 

the importance of secure information flows is likely to increase 

over the next few years. ISO 27001 certification means that the 

customers can continue to expect high quality of service. 

More flexible energy market 

A new market model for the energy industry is expected to be 

introduced in the Netherlands in the course of 2013. The new 

statutory model aims to render the liberalised electricity market 

more flexible. Administrative processes will be simplified and 

changes made to the responsibilities of market participants, 

including grid operators and service providers. The overall 

objective is for all retail customers in the Netherlands to receive 

one bill for all costs involved in the supply of electricity. Most 

suppliers, including DELTA, are already using this model. 

It marks a radical change for grid operators, in particular, 

because of the introduction of new IT systems and procedures 

and a National Utility Connections Register (“C-AR”). The new 

register replaces the current decentralised system, in which 

all grid operators have their own register. During the year, 

DNWB: grid operator 

DNWB operates the 10 kV, 20 kV, and 50 kV grids for the 

transmission of electricity to large corporate customers in 

Zeeland Province. It also operates the low-voltage grids for 

households, small business customers, and public lighting. 

DNWB is also responsible for the regional 4 bar and 8 bar gas 

networks (connecting large corporate customers) and the 

30 to 100 mbar networks for households. It also operates an 

additional high pressure network for the transmission of gas 

to industrial customers and horticultural companies. This 

Midden-Zeeland network is linked to the network operated by 

ZEBRA Gasnetwerk B.V., which runs from Zelzate (Belgium) to 

Moerdijk. Based in Goes, DNWB employs 146 people. 

15

4. Grids and Networks 

In addition to information security, DNWB also continued to 

work to improve physical safety, receiving a VCO certificate in 

December. VCO is short for Health & Safety and Environmental 

Checklist. It is designed to promote collaboration between 

customers and suppliers so as to achieve the best possible 

situation in terms of health and safety and the environment. 

Representatives of DELTA Infra and DNWB together form a 

standing safety committee that operates on the basis of the 

Hudson Ladder. This method helps organisations improve 

their safety culture. This joint approach ensures efficiency 

and maximum results. In April 2012, a part-time employee was 

appointed specifically with the aim of strengthening a number 

of strategic safety projects. 

Innovation and sustainability 

In 2012 we continued to work on network and grid innovation. 

By the end of the year, we implemented a small-scale smart 

network in Tholen. This pilot will allow us to gain experience 

in remote control switching so as to remedy outages quicker in 

future. Smart meter innovation is on course. During the year, 

we fitted 13,556 new meters, well above the planned 9,700. 

This new type of meter, which should raise energy efficiency 

awareness, will be rolled out on a larger scale from 2014 

onwards. 

As regards sustainability, DNWB joined a study undertaken by 

Zeeland University of Applied Sciences into the possibilities 

for more sustainable energy use in Schouwen-Duiveland using 

smart networks. This allows DNWB to gain an understanding 

of the role smart networks can play as the supply of energy 

changes on the back of the transition to other energy sources, 

such as solar panels and wind power. 

Network of the future in Goes 

DELTA Netwerkbedrijf is also working with DELTA’s Retail and 

Business divisions on a trial project in Goes to experiment 

with energy options for the future. Demand for electricity is 

expected to grow, as electrical cars and heat pumps become 

more popular. At the same time, decentralised electricity 

generation is set to increase because of the use of solar panels 

and wind turbines. These changes impose high demands on the 

infrastructure: use of the grid will intensify and there will be 

more two-way traffic. Matching supply to demand of electricity 

will therefore become more complex. 

To facilitate these innovative developments without making 

an overly substantial investment, we will need to make the 

infrastructure smarter. For example, washing machines could 

be made to switch on when the sun comes out and electrical 

cars in the same street do not necessarily have to be charged 

all at the same time. The guiding principle, though, is that 

customers must enjoy the same level of convenience. 

The trial project is a part of the Smart Energy Collective 

(www.smartenergycollective.nl), which comprises 25 leading 

businesses that have joined forces to find solutions that make 

the energy landscape smarter. DELTA is also a member of the 

Collective. The trial project in Goes is run in conjunction with 

the RWS housing association, project developers Marsaki, and 

construction company Heijmans. 

16


Organisational development 

In 2012, DNWB introduced the ‘Plug & Perform’ concept, which 

is a new way of working. Part of its staff were given more 

freedom to determine how they went about performing their 

duties (‘flexi-working’). Adjustments to the workplace were 

combined with a programme centred around cooperation, 

feedback, and personal leadership. 

DNWB’s professionals worked hard in 2012 to improve services 

in a variety of fields, including safety and security, grid 

improvements, and industry-wide innovation. Meanwhile, the 

company continued to deliver its regular services to end the 

year with a profit – ‘business as usual’, but with a focus on 

improvements and innovation. 

DELTA Infra also reported a profit in 2012, combining this with 

an excellent safety record. It also won several sizeable new 

contracts. 

DELTA Infra: full-service provider 

DELTA Infra delivers comprehensive services to corporate 

customers. It has a varied customer base, comprising 

(distribution) network operators, central and local 

government, industrial customers, and other businesses in, 

for example, the tourism industry. Based in Goes, DELTA Infra 

employs 487 staff. 

Safety: staff training and education 

In January, the Board of DELTA Infra announced that it wanted 

2012 to be the company’s ‘top safety year.‘ Management 

team members endorsed the ‘Top 10 Safety Rules’ by signing 

this list of priorities. Although there are still safety issues, 

DELTA’s CFO, Frank Verhagen, concluded at the New Year’s 

reception in early January 2013 that “Infra can look back on 

a year with no serious safety incidents”. The recertification 

programme will undoubtedly have contributed to that. Two 

years ago, all employees attended a training course to further 

improve safety awareness. During the year, a comprehensive 

training programme was launched in conjunction with Stipel 

(Foundation for Energy Technology Personal Certifications). An 

employee who has been awarded a Stipel personal certificate 

is considered an expert in his field, having the knowledge and 

skills needed to perform his duties properly and with no risk. 

By early December, 160 employees had received this certificate. 

Another 90 staff are to follow. Apart from setting up in-depth 

training programmes, we also in 2012 changed the structure of 

our toolbox meetings (staff safety meetings) in the belief that 

participants will feel more involved with an interactive set-up. 

Vocational Training 

In collaboration with job training company InstallatieWerk 

Brabant-Zeeland and Markiezaat College in Bergen op Zoom, 

DELTA Infra launched its own two-year vocational training 

programme in 2012 – DELTA Infra Vocational Training (DIVO). 

Of the 100 students who enrolled, 17 were selected and began 

their studies with us to become Data/Electrical Engineers or 

Gas/Water Engineers. They are guaranteed a job with DELTA 

Infra if they successfully complete the programme. The on-thejob 

training programme will enable us to absorb the expected 

outflow of staff over the next few years, and allow the older 

employees to transfer their knowledge and skills to the younger 

generation. 

Organisational changes 

During the year, we laid the groundwork for a new organisation 

model. The current classification into market segments 

(Technical Infrastructure, High-voltage Technology, Metering 

Technology, and Utility Services) will be abandoned and 

replaced by three business divisions: Projects, Operations, 

and Total Utility & Metering Services (TUMS). This structure 

more accurately reflects our business processes and is likely 

to improve customer satisfaction. In 2012, the decision was 

made to discontinue the lighting technology operations for 

lack of relevance to our core activities. The 20 members of staff 

working in this division were relocated to other departments at 

DELTA Infra. 

17

“We are working 

to make our 

residential portfolio 

more sustainable. 

That is good for 

the environment, 

obviously, but it 

will also reduce 

housing costs for 

our tenants. 

DELTA has proved 

to be a fine partner 

to work with.” 

Richard de Jager is Manager of Financial and Support Services at l’Escaut Woonservice. 

L’Escaut employs 115 staff and manages around 6,500 houses and flats in Vlissingen 

and Oost-Souburg. 

18


Energy and 

multimedia5 

DELTA generates energy at its own plants and at jointly-owned power stations. The company also trades in fuels (natural 

gas, coal, oil), electricity and emission allowances in various markets, as well as supplying gas and electricity to 

businesses and consumers. Its energy operations account for around three quarters of its revenue. 

In addition to energy, the company also delivers multimedia 

services, including Internet access and telephony services 

through its subsidiary company ZeelandNet. DELTA also 

transmits television and radio signals via its cable network. 

DELTA’s and ZeelandNet’s multimedia services are targeted at 

the consumer and business markets. 

The energy segment reported less favourable results in 2012. 

For years, the demand for electricity increased by 2% to 3% 

a year, but due to the economic slowdown growth has halted. 

Moreover, wholesale electricity prices are at low levels due 

to overcapacity. With fuel prices generally elevated, this has 

caused margins to decrease. 

5.1 Energy and the corporate market 

The economic slowdown has particularly hit the corporate 

energy market. However, DELTA Corporate succeeded in 

maintaining a strong position and acquiring new customers 

in 2012. Like-for-like results improved on the back of strict 

contract and credit management. 

DELTA combines high service levels with innovative corporate 

services. In 2012 we launched DELTA Management Information 

aimed at the corporate energy market. It is a web-based 

application that business customers can use to access their 

energy consumption data. Knowing how much energy you 

use is a first step on the way to more conscious and more 

efficient energy use, particularly for energy-intensive users 

and industries. In the summer of 2012, we teamed up with BAM 

Techniek, Tebodin, and SunSolutions to provide our customers 

with advice on sustainable energy use. These are independent 

companies that can advise businesses, central government 

and local authorities on how to make technical adjustments to 

substantially improve their energy efficiency. 

Customer satisfaction has steadily improved over the years, 

reaching 7.6 in 2012. Compared to other energy providers, 

we have low switching rates in the corporate and consumer 

markets. New service initiatives have contributed to increased 

customer satisfaction. Through monthly market reports and 

white papers, we give our customers background information, 

keeping them informed of price developments on the energy 

markets. 

5.2 Energy and households 

As in previous years, our switching rate is low. We are 

successful in retaining our customers, with less than 2% 

switching suppliers in 2012. Elsewhere, supplier switching 

rates are nearly 10% higher. At the end of the financial year, 

DELTA counted more households among its customers than at 

the beginning, driven by favourable tariffs and strong service 

levels. 

These high service levels were confirmed in a study carried 

out by Intomart Gfk for the Dutch Ministry of Economic Affairs, 

Agriculture and Innovation in 2012. The study showed that our 

customers gave us a score of 8.2 on a scale of 1 to 10. 

In the autumn, we launched Guaranteed Solar, the first solar 

equipment for households with a 10-year electricity output 

warranty. We take care of everything, from installing the 

equipment to providing a warranty – retail customers can count 

on our services. 

19

5. Energy and Multimedia 

5.3 Multimedia 

In 2012 we delivered improved services and new products in 

the multimedia business segment. In October, for example, 

we added HBO to our TV offering and Internet users now have 

access to the fastest connections in the Netherlands: 

160 Mb/second for downloads and 10 Mb/second for uploading. 

Customers on a less extensive subscription can still enjoy 

speeds of 50 Mb/second for downloads and 5 Mb/second for 

uploads. 

These high speeds are possible because DELTA/ZeelandNet is 

using the latest data-over-cable technology, while competitors 

in Zeeland Province are still using DSL connections. Although 

the ‘old’ ADSL is increasingly making way for the more 

advanced VDSL – also in Zeeland – it is still substantially 

slower than cable, especially if customers live farther away 

from the telephone exchange. 

In the spring, commissioned by ZIEN Foundation (Educational 

Network Initiative), ZeelandNet Corporate completed the 

second phase of the glass fibre network for schools in Zeeland 

Province, providing 76 primary schools with a fast glass fibre 

connection. During the first phase, 27 primary schools and 

all secondary schools, higher educational institutions, and 

all libraries in Zeeland Province had already been connected. 

The new network allows primary schools to create a modern 

learning and working environment and improve collaboration 

between them. 

Quality of service 

The quality of our services is one of our strengths, as shown 

in the above-mentioned study by Intomart Gfk. This study 

looked at the friendliness of our staff, waiting times, tariffs, and 

the way in which complaints are handled. Of the 12 providers 

assessed, ZeelandNet achieved the highest scores against 

all nine criteria. ZeelandNet was awarded a score of 7.8 by its 

customers. Its high quality of service bears fruit, as evidenced 

by the rise in the number of callers: in May ZeelandNet reached 

a milestone as it welcomed its 50,000th digital telephony 

customer. 

5.4 Electricity generation 

In addition to fossil fuels and renewable energy sources, 

DELTA uses nuclear power to produce electricity. Roughly one 

third of electricity is generated in a carbon neutral manner 

(through joint-ventures). Our aim is to produce fully carbon 

neutral electricity by 2050. Below is a summary of key events in 

electricity production in 2012. 

Biomass power station performing well 

The biomass power plant in Moerdijk (BMC) has been doing 

increasingly well. During the year, capacity availability rose 

to 95%. The power station went into operation in September 

2008. In the following year, it generated 182,998 MWh. 

In 2012 output rose to around 296,000 MWh. That is enough to 

supply electricity to 70,000 homes. Mainly because of the more 

homogeneous composition of the fuel – poultry litter – the 

power station saw its efficiency improve during the year. 

In October, DELTA/ZeelandNet was awarded best provider 

of Internet, telephony and digital TV services by the Dutch 

Consumer Association for the 11th time running. Since February 

2011, DELTA/ZeelandNet has been the number one provider 

of Internet and telephony services according to the Consumer 

Association’s Provider Monitor. In May 2012, digital TV services 

were added to the Monitor. 

20


Second life for coal-fired power station? 

In 2012 plans were under way to fully convert the coal-fired 

power plant in Borssele to biomass-based power generation. 

Full conversion to biomass would increase renewable energy 

production in the Netherlands by 20%. The power station 

would, in fact, make a substantial contribution to the Dutch 

government’s sustainability target of raising the share of 

renewable energy to 16% by 2020. That share is currently 

around 4%. It would also mean a second life for the power 

station, because coal-fired electricity generation is becoming 

too expensive in the current market climate. The power plant 

made a loss during the year, as overcapacity in the electricity 

market dampened prices. Whether there is enough political 

support to have the coal-fired station fully converted to 

biomass will become clear in 2013. 

Nuclear power plant: extension of useful life 

In September, DELTA applied to the Dutch Ministry of Economic 

Affairs, Agriculture and Innovation for a permit change to keep 

the nuclear power station in Borssele open for a longer period 

of time. In 1973 its useful life had been set at forty years. This 

period would expire in 2013. Given that the power plant’s 

technical state of repair and economic conditions permitted 

an extension of its life cycle, the Dutch government and the 

EPZ shareholders signed an agreement in 2006 to enable the 

nuclear power plant to remain in operation until 2034, subject 

to certain conditions. One of these conditions is that the power 

plant must continue to be one of the 25 per cent safest nuclear 

power plants in the Western world until 2034. 

Calling upon the government: more biomass needed. 

In September, DELTA’s CEO Rob Frohn urged politicians 

in The Hague to allocate sustainability subsidies more 

efficiently. “We advocate making greater use of biomass. 

In the current market conditions, it would be unprofitable 

and irresponsible to invest in low-carbon electricity 

generation without financial support. This holds true for 

wind power, solar power and biomass. But it can be done. 

A stable and long-term strategy that considers all clean 

energy options could bring these targets within reach.” 

“A megawatt worth of biomass is currently 30% cheaper 

than a megawatt of wind power generated at sea. With 

the price of ‘biomass power’ being relatively favourable, 

we can keep our electricity supply affordable. That is why 

we believe biomass should be given priority. This way 

of generating electricity can be put in place in the short 

term. It is stable and will go a long way to achieving the 

government’s reduction target. 100% biomass-fired energy 

production has already been introduced on a large-scale 

in Belgium and the United Kingdom, partly funded by 

subsidies, but not in this country.” 

21

5. Energie and Multimedia 

Gas-fired power stations: Elsta and Sloe 

In the spring of 2012, electricity imports into the Netherlands 

increased sharply. Never before did we import so much 

electricity for domestic use. Much of it was purchased in 

Germany. In recent years, Germany has invested heavily in solar 

and wind power. During the daytime, in particular, Germany 

has a surplus of electricity. This surplus ended up in the 

Netherlands, causing electricity prices to fall. 

Much of the electricity we generate in the Netherlands comes 

from gas-fired power stations. In fact, around 60% of our 

electricity supply is based on this. Natural gas prices, which 

are linked to oil prices, rose in 2011 and 2012. Oil prices went 

up because of the growing worldwide demand for oil. 

High fuel prices and low electricity tariffs combined to erode 

the profits of gas-fired power stations in the Netherlands. 

DELTA owns an interest in two gas-fired power plants: the 

Sloe power station in Vlissingen and ELSTA power station in 

Hoek (Zeeuws-Vlaanderen). 

Wind power: restructuring of the Kreekrak wind farm 

In March, work began on the restructuring of the Kreekraksluis 

wind farm in the municipality of Reimerswaal. The old turbines 

were dismantled and removed. The choice was made to revamp 

the existing wind farm because its output could be increased by 

adding just a limited number of additional turbines. The 31 new 

wind turbines between them produce seven to ten times more 

energy than the current turbines. They are also more efficient, 

and we are using an existing location. 

At the old wind farm, all the turbines along the Kreekraksluis 

were situated north of the A58 motorway. The new wind farm 

will have 13 of the 31 turbines located south of the A58. This is 

necessary because the new turbines are taller and therefore 

require more space. All the wind turbines at the wind farm will 

be 80 metres high. The wind farm will have a total capacity of 

77.5 MW, enough to meet the electricity needs of 55,000 homes. 

It will increase the share of wind power in Zeeland Province by 

25% relative to existing production capacity. The Kreekraksluis 

wind farm is being constructed by DELTA, Eneco, Scheldewind, 

and Winvast. DELTA will operate 16 turbines, Eneco 7, 

Scheldewind 6, and Winvast 2. It will be put into operation in 

mid-2013. 

Generating capacity of DELTA Energy B.V. 

EPZ (70% owned) 

Nuclear power plant - fuel: uranium 

Output: 512 MW (DELTA: 70%) 

Coal-fired power station - fuel: coal and biomass 


ELSTA (25% owned) 

Fuel: gas 

Output: 405 MW (DELTA: 50% of residual electricity) 

Sloe power station (50% owned) 

Fuel: gas 


Biomass power station (50% owned) 

Fuel: poultry litter 

Output: 36.5 MW (DELTA: 100%) 

Wind farms (full ownership, share interests, contracts) 

DELTA owned: 30 MW 

Share interests: 42 MW 

Contracts: 27 MW 

Total output: 99 MW 

Combined heat and power 

Total output: 60 MW (DELTA: 100%) 

Solar power 

Willebroek solar farm (Belgium) (49% owned) 

Total output: 2.6 MWp (DELTA: 100%) 

22


Capacity availability 

The Sloe power station in Vlissingen and the Elsta power 

station in Hoek had good capacity availability in 2012. Even so, 

production levels at both stations were substantially lower than 

expected, due to unfavourable market conditions affecting 

gas-fired power generation. The biomass power plant in 

Moerdijk exceeded expectations, with strong capacity 

availability and high energy production. Capacity availability 

at the Borssele coal-fired power plant was less than expected, 

due to boiler leakages and vibrations in the low pressure 

generator. The power plant nevertheless generated a very 

decent output of 2640 GWh. Changing the fuel rods at the 

nuclear power plant took more time than scheduled, causing 

capacity availability to fall short of our expectations, with 

output standing at a little over 3700 GWh. 

In 2012 we sold or removed several of our CHP systems as they 

neared the end of their economic useful lives. The wind turbines 

produced a normal amount of electricity at fairly constant wind 

speeds, hitting a trough in March and a peak in December. 

The solar farm at Willebroek (Belgium) produced in accordance 

with expectations. 

5.5 Trading 

Electricity, fuels (natural gas, oil, and coal) and emission 

allowances change ownership in various markets on a daily 

basis. DELTA’s Trading department is responsible for, amongst 

other things, selling electricity and buying fuels for its power 

stations. Trading takes place on markets in the Netherlands, 

Belgium and France. It helps mitigate the risks involved in 

energy price fluctuations and ensure security of supply. 

In 2012 electricity prices trended downwards on the back of 

stagnating economic growth and the relocation of energyintensive 

industries from Europe to Asia and the United 

States. The supply side was affected by the explosive growth 

of renewable energy (wind and solar power), particularly 

in Germany, driven by the German government’s generous 

subsidy policy. This exerted considerable downward pressure 

on German electricity prices. With German electricity being 

imported into the Netherlands, this also had a knock-on effect 

on electricity prices here. Falling prices of coal and emission 

allowances also contributed to lower electricity prices. 

The drop in coal prices was triggered by falling demand in 

China and increased supply by the United States. With shale 

gas production on the increase, the United States can export its 

coal surplus. 

Driven by rising demand for gas from Asia, amongst other 

things, gas prices rose slightly in 2012, in line with the modest 

increase in oil prices. The price of carbon emissions declined in 

2012, due to the economic crisis and the increase in renewable 

electricity production. On the back of rising gas prices and 

lower electricity and carbon emission prices, margins of 

gas-fired power stations came under severe pressure, so much 

so that they are steadily reducing their output in favour of 

renewable energy sources and coal-fired energy production. 

23

“Nice and 

simple, one 

Zeeland 

supplier for 

everything 

I need.” 

24 

Dennis de Paauw lives in Vlissingen. 

Apart from energy, he also buys Internet services from DELTA and ZeelandNet.


Waste 

management6 

Indaver made headway in achieving its international ambitions in 2012. The bulk of its revenue previously came from 

Belgium, but now all service areas (Belgium, the Netherlands, Ireland & the UK, and Germany) made a substantial 

contribution to its profit. 

DELTA has a 75% share interest in Indaver. Headquartered in Mechelen (Belgium), Indaver serves central government 

and local authorities (mainly in Belgium, the Netherlands and Ireland) and industrial companies (northwestern Europe), 

offering a full-service package of waste treatment services. Indaver mainly operates in the chemical, pharmaceutical, 

automotive, and electronics sectors. 

Through acquisitions and by developing new activities, the 

company has in recent years significantly expanded its area 

of operation in northwestern Europe. In 2012 its key focus 

was on consolidation, creating a single brand and single 

business committed to driving growth based on two clear 

market concepts (see box), whilst encouraging international 

cooperation at all levels. Knowledge sharing took place 

between management, business units, and supporting 

departments. Indaver has grown to become Europe’s second 

largest hazardous waste treatment company. 

In 2012 the dispatch of waste consignments was brought to 

a new level – incoming waste is now registered centrally and 

distributed in a way so as to make maximum use of available 

treatment capacity. During the year, this led to improved 

capacity utilisation at the treatment plants. Previously, 

planning had been decentralised to the four business regions. 

Despite unfavourable economic conditions, Indaver recorded 

excellent results in 2012, with capacity utilisation at the 

existing plants increasing further and the newly constructed 

treatment plant in Ireland also adding its contribution. 

Two service concepts 

Indaver uses two different service concepts in two different 

markets. The company has a leading position in Industrial 

& Hazardous Waste on the northwestern European market, 

offering a Total Waste Management concept and thermal 

treatment of hazardous waste. 

This involves offering a full-service package, ranging from 

advice and waste prevention through to processing and, 

if required, the full operation of facilities. The treatment 

plants recycle as much material as possible, with residual 

waste being incinerated and electricity generated at the 

same time. 

Public Waste PartnershipS is Indaver’s service concept 

aimed at the domestic and equivalent industrial waste 

market. In this area, it is a key partner of central government 

and local authorities in Belgium, the Netherlands and 

Ireland. The main treatment methods used in this market 

are recycling and incineration coupled with energy 

production. 

Ireland 

The new waste incineration plan in Meath, near Dublin, went 

into operation in September 2011. The Waste-to-Energy 

plant can look back on 2012 as its first full year of operation, 

processing 207,000 tons of waste. The quantity of waste offered 

exceeded expectations. In fact, the contract portfolio became 

so sizeable that a part of the waste (40,000 tons) could be 

shipped for treatment to the Netherlands. The plant is now fully 

connected to the Irish power grid and is operating to capacity, 

its 20 MW turbine generating enough power to supply 20,000 

homes. 

The need for treatment capacity in Ireland has increased, 

because the European Union has imposed a duty on member 

states to reduce the disposal of waste at landfill sites. 

25

6. Waste management 

At the same time, businesses have come to realise that 

sustainable waste management makes for a healthier business. 

Moreover, the incinerator in Meath is a convenient location 

for Irish ‘suppliers’: getting the waste to the plant is quick and 

easy. Dumping it at a landfill is more complex and carries a fine 

under EU policy. Finally, Irish industrial companies are doing 

well, so Indaver also benefits from that. 

Germany 

In 2012, economic conditions were also relatively favourable 

in Germany, with Indaver making a healthy profit in this 

service area as well. During the year, work continued on the 

further integration of the two companies that were members 

of the group of companies acquired by Indaver in 2008: HIM, 

headquartered in Biebesheim, and AVG, based Hamburg. 

Between them, the companies operate four waste incineration 

plants and also own other waste treatment plants in different 

locations across the north and southwest of Germany. They 

are now operating under a single name on the German market, 

Indaver Deutschland, a rebranding to which the market has 

responded positively. 

With the acquisition of HIM and AVG in 2008, Indaver can 

respond more efficiently to the needs and requirements of 

customers in its European markets. Key customers include 

international companies in the chemical, petrochemical, 

pharmaceutical and automotive industries. These 

industries require an integrated approach to the treatment 

of hazardous and non-hazardous waste produced at their 

European facilities. Offering such an approach requires 

having sufficient in-house treatment capacity and adequate 

geographical diversification. The acquisition in Germany 

marked a further step in shaping this strategy. 

The company can now position itself as a nationwide service 

provider, whereas previously it occupied a regional position. 

The large chemical companies, in particular, have responded 

favourably. The company is increasingly seen as a partner in 

sustainable waste management rather than just a technical 

supplier of treatment capacity. The Total Waste Management 

service concept currently applied in the Benelux countries and 

Ireland will also be rolled out in Germany. 

Indaver’s participation in the IFAT fair in Munich in May marked 

this transition, with its full-service approach being widely 

advertised in the market for the first time. With over 100,000 

visitors, the fair is one of the most important platforms within 

the industry. 

The Netherlands 

The Dutch hazardous waste market expanded in 2012, with 

Indaver Netherlands reinforcing its position within this segment. 

Despite turbulent economic conditions, the domestic waste 

market remained relatively stable. Indaver Netherlands mainly 

operates in the Province of Zeeland. 

The company’s organisation structure was simplified in 2012, 

with the number of private limited liability companies being 

reduced. The portfolio-based organisation, in which each activity 

is a standalone business, is being abandoned in favour of a new 

and integrated service provider. The separate activities can now 

support each other, with all customers being offered a fullservice 

offering (waste-to-energy, composting, landfill). 

This will benefit the organisation as a whole. 

In 2012 preparations went underway for a name change with 

effect from 1 January 2013. From the integration of DELTA Milieu 

with Indaver in 2010, the company had been trading under two 

brands, Indaver and DELTA Milieu. The most important reason for 

the name change is to better position Indaver’s service offerings 

26


Established in 2010, Indaver Netherlands is the outcome 

of a merger between three companies, DELTA Milieu B.V 

(environment), AROC B.V. (hydrochloric acid regeneration), 

and Indaver Gevaarlijk Afval B.V. (hazardous waste). The 

company’s Dutch head office is located in Nieuwdorp 

(Zeeland Province). Indaver Netherlands employs over 

300 staff across more than 30 locations in the Netherlands, 

mainly in the Provinces of Zeeland and South Holland. 

on the Dutch market, making clear that the company can meet 

all of the waste disposal needs of industrial companies and 

central and local government. With effect from 1 January 2013, 

the company will carry on its Dutch operations under the name of 

Indaver. 

The disposal of waste at 3 e Merwede Haven in Dordrecht, one 

of Indaver Netherlands’ landfill sites, was discontinued on 

28 December 2012. Under the original plan, operations at the 

landfill site were to cease with effect from 1 January 2017. After 

consulting various stakeholders, the South Holland provincial 

authorities, the city of Dordrecht, operator DELTA Milieu, and the 

provincial waste disposal company Proav N.V. agreed in late 2010 

to bring this date forward, partly in response to public concerns. 

It has been agreed with the provincial and city authorities that 

the former landfill site will be converted into a landscaped 

recreational area covering around 55 hectares. A small-scale 

business park measuring around 4 hectares will remain situated 

alongside the quay in the vicinity of the former landfill site. 

The new recreational area is expected to be completed by 2022. 

This prolonged period has to do with the time that is needed for 

the dumped waste to settle. The top layer will be applied in 

2020-2021 to construct a landscaped nature area suited to 

recreation uses. 

Belgium 

The state-of-the-art MediPower plant officially opened in 

Antwerp on 9 October, in the presence of Flemish Prime Minister 

Kris Peeters. Thanks to MediPower, Indaver can now offer a 

sustainable and safe solution as far as the treatment of high-risk 

medical waste is concerned. In Flanders alone, the health sector 

produces 7,000 tons of such waste a year, that is 20,000 kg a 

day. MediPower is scheduled to process around 30,000 tons of 

waste a year, combining controlled incineration with electricity 

generation. 

The heat released during incineration is converted to steam and 

power for use at its own premises and production processes. 

The plant also supplies electricity to the public grid, generating 

enough power to supply 14,000 homes. The incineration plant is 

unique for its very high energy efficiency and the nearly fullyautomated 

way in which the waste is fed into the incinerator. 

This not only increases the speed at which the waste can be 

treated, but it is also safer for the staff. At the same location in 

Antwerp, Indaver already operates two rotary kilns. The three 

incinerators serve as each other’s back-up so as to ensure 

continuity of service for our customers. 

The MediPower incinerator was started up and fine-tuned in the 

autumn of 2012, with any teething troubles being eliminated. 

It will be fully up and running in 2013. 

At the Beveren site, we surpassed the mark of a million tons 

of waste treated in 2012. This was made possible by the 

construction of a new and third turbine. We now have enough 

capacity available to treat waste and convert it to power or 

electricity at any desired time. 

27

The Supervisory Board reports on its activities undertaken 

in 2012, and the way in which it has performed its 

supervisory and advisory duties. 

Membership composition 

In 2012, the Supervisory Board comprised: 

• Mr D. van Doorn (chairman); 

• Mr J. Bout; 

• Mr R.J. Frohn (until 31 May 2012); 

• Mr J.G. van der Werf; 

• Mr B.P.T. de Wit. 

Meetings and other activities of the Supervisory Board 

In 2012 the Supervisory Board met five times, with the 

Executive Board attending. The matters discussed included: 

• Appointments to the Supervisory Board and its committees. 

In 2010 the decision was made to reduce the number of 

Supervisory Board members to five. Linked to this is our 

philosophy that nearly all items require discussion by the 

full Supervisory Board. From this perspective of collective 

responsibility, we believe that there is no place for numerous 

committees consisting of Supervisory Board members who 

have primary responsibility for individual areas of work. In 

line with the Dutch Corporate Governance Code, we have 

made an exception for the Audit Committee. 

• After DELTA’s former CEO resigned in late 2011, the decision 

was made to appoint Supervisory Board member Rob Frohn 

as the company’s new CEO. The vacancy that arose on the 

Supervisory Board was filled with a female candidate in 2013. 

• Financial matters, including the quarterly reports and 

financial statements, and the company’s business plan and 

operational and financial goals. 

• Strategic issues, including acquisitions, investments, and 

disposals. An important issue was the Executive Board’s 

resolution to adopt DELTA’s strategy for 2013 onwards. The 

Executive Board worked closely with the Supervisory Board 

to develop this strategy. Apart from strategic matters, the 

Supervisory Board also looked at the major risks inherent in 

the policies pursued. 

• Dividend policy, investment and financing policies, risk 

management, and corporate governance. 

• We also looked at how the company could help its 

shareholders formulate a shareholders’ strategy within the 

governance framework. 

• Developments regarding the Independent Grid Operation Act 

[Wet onafhankelijk netbeheer], and talks with shareholders 

about developments involving the company’s share interest 

in water company Evides N.V. 

• Developments surrounding the integration of N.V. EPZ into 

the company’s organisation, particularly focusing on safety 

aspects and governance. On 30 October 2012, Supervisory 

Board members paid a work visit to EPZ to gather information 

on nuclear safety aspects. 

The Supervisory Board also convened to review its own 

performance, without the Executive Board attending, 

discussing matters such as its main duties and responsibilities 

(oversight and advice) and cultural and behavioural aspects. 

Audit Committee 

Since 1 January 2011, the number of Supervisory Board 

committees has been limited to the Audit Committee. Other 

matters are discussed directly in the Supervisory Board. 

The Audit Committee was reduced to two members and met 

four times during the year. The issues discussed included the 

management letter, group plan, quarterly reports, half-year 

report, financial statements, financial returns on projects 

and investments, risk management, IFRS, and several other 

proposals to invest or divest. 

The Audit Committee consisted of Mr R. Frohn (chairman) 

and Mr J. Bout. The vacancy left by Mr Frohn was filled by 

Supervisory Board member Mr B.P.T. de Wit. The Audit 

Committee meetings were attended by the Executive Board, the 

Deputy Director of F&C, and the external auditor. 

28


Report of the 

Supervisory Board7 

Executive Board membership 

Until 1 June 2012, following Mr Boerma’s departure, the 

Executive Board only comprised Mr . F. Verhagen. Mr R. Frohn 

was subsequently appointed to the Executive Board as CEO, 

with Mr Verhagen resuming his position as CFO. 

Executive Board remuneration 

The remuneration policy for the members of the Executive 

Board was adopted by the General Meeting of Shareholders, 

in line with the Supervisory Board’s proposal. The policy’s 

guiding principle is that DELTA should be able to offer a pay 

package that allows the right people to be recruited and 

retained by the company. The Supervisory Board determines 

the remuneration of Executive Board members annually, within 

the limits set by this policy. 

The Supervisory Board determined the remuneration of both 

Executive Board members within the limits of the pay policy. 

The remuneration of the newly appointed CEO was cleared by 

the shareholders’ committee. 

The dividend proposal, which will be submitted for approval 

to the GMS, involves a payout of EUR 40m and adding the 

remaining net profit to the reserves. 

On behalf of DELTA N.V.’s Supervisory Board 

D. van Doorn, 

Chairman 

Financial statements 

The Supervisory Board has reviewed and approved the annual 

report, financial statements, and notes for the 2012 financial 

year, as submitted by the Executive Board. It has also read 

the management letter, the audit findings, and the auditors’ 

report issued by Deloitte Accountants. The Executive Board 

prepared the financial statements 2012 on that basis, and the 

Supervisory Board recommends their unqualified adoption by 

the General Meeting of Shareholders. 

29

Sound business practices, integrity, respect, supervision, transparent reporting and other 

forms of accountability constitute the main pillars of DELTA’s corporate governance policy. 

We are mindful of the interests of the communities in which we operate. We are in compliance 

with the Dutch Corporate Governance Code, which applies to listed companies in the 

Netherlands, although several of its provisions are less relevant for us. We have adopted the 

Code’s best-practice provisions in so far as they apply to the company. 

Because DELTA is a public limited liability company whose shares are registered, 

the provisions on, for example, anti-takeover measures are not applicable. 

30 

Structure, policy, and compliance 

DELTA N.V. is a company with a two-tier board as referred to in 

Section 2:154 of the Dutch Civil Code (DCC) [Burgerlijk Wetboek]. 

The legal consequences which the DCC attaches to this status are 

not entirely appropriate to the company’s governance structure. 

The involvement of the General Meeting of Shareholders (GMS) 

and the Supervisory Board with the company’s operations 

is reflected in its articles of association and various sets of 

regulations. These documents also set out when the Executive 

Board requires (additional) approval from either the Supervisory 

Board or the GMS for resolutions on investments and/or 

takeovers or the sale of all or any part of its business. 

If the amount involved exceeds five million euros, the proposed 

resolution requires approval from the Supervisory Board. 

If the proposal involves an investment in excess of 

55 million euros, it requires the prior approval of DELTA’s 

shareholders. 

Executive Board 

The powers and responsibilities of DELTA’s Executive Board are 

defined in the Executive Board Regulations. These provide for a 

division of duties among the members of the Executive Board, 

define internal powers of attorney, lay down decision-making 

procedures, and contain rules that are consistent with the Dutch 

Corporate Code, including those dealing with conflicts of interest 

of Executive Board members. 

DELTA endorses the new rules on a balanced composition of 

the Executive Board as laid down in Section 391.7, Title 9, 

Book 2 of the Dutch Civil Code, as introduced on 1 January 2013. 

Consideration will be given to the new guidelines as and when 

appropriate. 

Supervisory Board 

DELTA’s Supervisory Board oversees the company’s overall 

performance, including compliance with its policies, the results 

achieved by the Executive Board, the company’s financial 

position and risk profile, and its financial reporting. The 

Supervisory Board also acts as sparring partner for the Executive 

Board. In order for the Supervisory Board to properly fulfil its 

role, its profile must be consistent with that of the company. 

The profile drawn up by the Supervisory Board in the course of 

2010 describes the capabilities required of its – prospective – 

members, having regard to the expanded powers of nomination 

vested in the Central Works Council. Against the background 

of the details given in the profile, the new Supervisory Board 

chairman, who was appointed in June 2010, initiated and 

completed the process of appointing an almost entirely new 

Supervisory Board, which started 1 January 2011. 

The Supervisory Board is also in compliance with the Code 

in terms of its membership composition (independence, age 

diversity, background, and expertise). However, gender diversity 

remains a focal point, particularly in view of the Dutch Corporate 

Management & Supervision Act [Wet bestuur & toezicht], which 

came into force on 1 January 2013, and will require an effort 

on the part of DELTA to increase the share of women on its 

Executive and Supervisory Boards. Accordingly, we expressed 

our preference for a female candidate to be appointed to fill the 

current vacancy on the Supervisory Board. The Supervisory 

Board’s powers and duties and internal decision-making and 

the role of its chairman are set out in the Supervisory Board 

Regulations. 

These also provide for matters such as periodic reviews of the 

Supervisory Board’s own performance, in accordance with the 

Code. Special regulations have been drawn up for the Audit 

Committee. The Audit Committee’s mandate covers financial 

and tax matters and oversight of the risks which the company 

is willing to take. Risk management and risk policy are regular 

items on the agendas of both the Audit Committee and the 

Supervisory Board’s plenary meetings.


Corporate 

governance8 

Shareholders 

The role of DELTA’s shareholders and the powers of the General 

Meeting of Shareholders are set out in the company’s Articles 

of Association. DELTA’s shareholders are committed and 

dedicated, in part because they are public sector entities 

(all being municipalities or provincial authorities). In line with 

the Code, they may act in their own interests, but must comply 

with the regulatory requirement of fairness and reasonableness. 

However, owing to the wide-ranging powers entrusted to the 

GMS under the Articles of Association, the way in which the 

shareholders exercise their voting rights has a significant 

influence on the company’s policies and operations. 

In a broader context, the Frijns Committee encountered the same 

situation at numerous other companies in the Netherlands, 

and has recommended pursuing a policy to promote bilateral 

contacts between companies and their shareholders. 

At DELTA, we have introduced a policy that provides for periodic 

and informal talks between the Executive Board and our 

shareholders, which were held at very regular intervals during 

the year. 

Works Council 

Amidst the Articles of Association, regulations and other 

arrangements, the relationship between DELTA Group and 

its Works Council and Central Works Council should not go 

unmentioned. This is a relationship built on mutual respect, 

as reflected in the standing consultations between the 

company/Executive Board and the Works Council and Central 

Works Council on a range of issues which both parties have 

agreed are open to discussion, and the facilities made available 

to the members of the Works Council, Central Works Council, and 

European Works Council, which was set up in 2009. 

With the acquisition of a majority interest in N.V. EPZ by DELTA, 

the European Works Council now also includes a representative 

of EPZ. At divisional level, standing consultations are held with 

the divisional works councils. 

Compliance 

DELTA operates a ‘whistleblower scheme’, adopted by the 

Supervisory Board, which, in addition to the compliance 

officer’s activities, enables employees to raise concerns about 

malpractice with the Executive Board and/or a counsellor 

without running the risk of reprisals. An external party has been 

appointed with whom concerns can be raised. 

Contacts with external stakeholders 

In view of the company’s importance and position, DELTA 

regularly publishes its financial results and announces important 

events by means of press releases and publications on its 

website. 

Regulations 

DELTA has introduced regulations that define the framework 

within which its corporate bodies must operate or explain in 

greater detail the rules that apply at the company. 

These regulations are reviewed and, where necessary, amended 

from time to time. They include: 

• Articles of Association 

• Executive Board Regulations 

• Code of Conduct, revised in 2012, and now easier to access on 

our internal website 

• Procedure for dealing with suspicions of misconduct 

(‘whistleblower scheme’). 

The following is also available on the website: 

• Supervisory Board Regulations 

• Retirement rota for Supervisory Board members. 

31

DELTA operates in a variety of markets and is exposed to a large number 

of risks. Some of these risks arise from the composition of its trading 

portfolio, others evolve from economic, financial and legal developments. 

These risks are inherent to DELTA’s strategic choices and operations and 

hence form a part of the company’s risk profile. 

DELTA seeks to identify these risks at an early stage. The COSO 

Enterprise Risk Management framework (COSO-ERM) is used as 

a benchmark. Risks are identified and assessed, and controls 

defined, systematically. In doing so, we make a deliberate 

choice as to which risks we are willing to accept and which risks 

we prefer others to shoulder. 

DELTA’s Executive Board is responsible for the design and 

operational effectiveness of the company’s internal risk 

management system. During the year, the risk management 

system was expanded by implementing a company-wide control 

framework. We fully updated our risk management policy, with 

the risk management activities to be performed across the 

company being detailed in a manual. 

Risk control at divisional level is subject to periodic discussion 

with DELTA’s Executive Board and periodic audits performed 

by the independent Internal Audit division, which looks at the 

quality assurance system and risk management, control and 

compliance procedures. 

The Compliance Officer ensures that DELTA adheres to 

applicable laws and compliance risks are identified and 

mitigated to the greatest possible extent. 

DELTA’s operations have a strong correlation with regulatory 

requirements, subsidies, and laws and regulations. 

Recognising the risks associated with its operations, which 

touch upon aspects of public and private law, DELTA mitigates 

these risks by actively taking part in the public debate and 

through its close contacts with its public sector shareholders. 

DELTA trades on the international gas and electricity markets. 

Prices on these markets fluctuate continuously. Electricity 

producers are currently operating on a market affected by 

overcapacity, as a result of which prices have come under 

pressure. Because of the continued economic slowdown, sales 

volumes are an uncertain factor and there is an elevated risk of 

trading partners and producers defaulting on their obligations 

to the company. Chaired by the CFO, the Risk Management 

Committee ensures that DELTA’s energy trading activities 

remain within the defined risk margins. 

Given the importance of most of DELTA’s operations to society, 

the law imposes high standards on its services in terms of 

their quality and safety. To meet these standards, the company 

makes substantial investments in adequate processes and 

systems. 

We succeeded in maintaining a stable position in the energy 

and multimedia retail markets during the year. Successful 

investments in Ireland and Belgium strengthened the 

company’s position in the waste management segment. 

Staff at all levels continued to focus on cost control and risk 

mitigation. During the year, we sold the last of our higher-risk 

activities which we felt did not belong to our core business. 

The allocation of working capital to the corporate market, 

in particular, was substantially reduced. Thanks to the ongoing 

focus on debt control and risk reduction, the company’s 

financial and operational risk profit did not deteriorate, despite 

difficult economic conditions. 

As a result, DELTA continued to meet the credit requirements 

imposed by the financial and energy markets. We saw our 

strong performance in this area confirmed by Standard & 

Poor’s, which maintained our BBB+ rating, with a stable 

outlook. 

32


Risk and 

risk management9 

In Control Statement 

DELTA’s Executive Board is responsible for the design and 

operational effectiveness of the company’s internal control 

system. This system is designed to: 

• provide management with timely information on the progress 

made towards achieving the company’s strategic, operational 

and financial goals; 

• ensure reliable financial reporting; 

• ensure compliance with applicable laws. 

At DELTA, we ensure that we can deploy our staff on a long-term 

basis. Mitigating safety risks is high on management’s agenda. 

We work with suppliers and external service providers that 

adhere to similar standards, so as to be able to achieve our 

goals and continuously improve our services. At DELTA, we have 

a rule: “work safely or don‘t work at all.” 

Each of our employees should be able to work in a socially 

safe environment, in which they feel protected. This involves 

showing respect and acting with integrity in their dealings 

with colleagues and superiors, and being able to express 

themselves freely and going about their business without 

fearing repercussions. 

Risk-taking is inextricably linked to the company’s operations 

and the implementation of its strategy. The risk control system 

allows DELTA to accept calculated business risks by identifying, 

controlling and monitoring risks and taking appropriate action 

where necessary. 

The likelihood and impact of errors, wrong decisions and 

unforeseen events are mitigated to the greatest possible 

extent. However, there is no single internal risk control system 

that can provide absolute certainty that business targets will 

be achieved or that inaccuracies, losses, fraud or regulatory 

breaches can be fully prevented. 

In auditing the financial statements, the independent auditors 

also investigate the design, existence and operation of internal 

controls on financial reporting. The independent auditors 

report their findings to the Executive Board, Audit Committee, 

and Supervisory Board. The independent auditors’ report is 

included in the financial statements. 

The Executive Board reports on, and accounts for, the design 

and operational effectiveness of the internal risk control system 

to the Audit Committee and the Supervisory Board. 

On the basis of its evaluation in accordance with the Dutch 

Corporate Governance Code, the Executive Board believes that, 

in terms of financial reporting risks, the internal risk control 

system functioned properly during the year and provides 

reasonable assurance that the financial statements for the year 

under review contain no material errors. 

The Executive Board remains committed to further 

strengthening and professionalising the company’s internal 

risk control system in 2013, amongst other things by expanding 

and strengthening its Internal Control Framework. 

33

9. Risk and risk management 

Risk management 

DELTA is exposed to a variety of risks, including risks inherent 

to financial instruments, market risk, liquidity risk, and credit 

risk. 

DELTA trades on the international gas and electricity markets. 

Prices on these markets fluctuate strongly. DELTA uses financial 

instruments to mitigate commodity market risk, foreign 

exchange risk, interest rate risk, liquidity risk, and credit risk, 

subject to the conditions laid down in the Risk Policy Document 

and Treasury Charter. 

Under the auspices of the Executive Board, the Risk 

Management Committee has put in place general procedures 

and limits and is responsible for ensuring that DELTA’s energy 

trading and sales activities remain within the defined risk 

margins. 

The following paragraphs describe the different types of risk 

and the way in which DELTA manages the related exposures. 

Market risks 

Commodity price risk 

Market risks arise from price movements on the buying and 

selling markets where DELTA operates (gas, electricity, coal, 

oil, emission allowances, currencies, transmission capacity, 

imports/exports capacity, etc.). It is our policy to mitigate 

the effects of price movements in the short term and track 

prevailing market prices in the long term. To provide for 

systematic risk control, asset allocation and exposures are 

determined on the basis of expected price movements. 

These exposures are monitored on a daily basis. Trading risks 

are mitigated by strictly enforcing a system of limits. 

Value-at-Risk 

DELTA uses the Value-at-Risk (VaR) method to calculate and 

assess market risks in its commodity markets. This method 

involves using various assumptions regarding possible 

changes in market conditions. The VaR method is an important 

tool to assess DELTA’s exposure to market risk. VaR identifies 

the maximum portfolio losses likely to be incurred as a result 

of price changes over a three-day period with a confidence 

level of 95% (i.e. in 5% of cases the portfolio losses may 

exceed the VaR limit). VaR is calculated using Monte Carlo 

simulations based on historical volatilities and correlations. 

Because portfolios include opposing positions and there is an 

underlying correlation, the VaR of the total portfolio is smaller 

than the sum of the sub-portfolio VaRs. 

VaR is an important tool for DELTA to manage its portfolios and 

is therefore computed and reported on a daily basis. 

Cash flow hedging 

DELTA uses financial instruments to mitigate fluctuations in 

expected cash flows to the greatest possible extent. 

The company uses derivatives, including forward contracts, 

options, and swaps, to control the effects of future changes in 

market prices. These hedging instruments concern derivatives 

in the commodities traded by the company, and are entered into 

to hedge cash flow, price and currency risks. Hedge accounting 

is applied to cushion the total change in value of these 

derivatives. 

To the extent permitted, DELTA accounts for these financial 

instruments and the physical purchase and sale contracts in a 

cash flow hedge in accordance with IAS 39. The item hedged is 

the future purchase (power plants, long-term sourcing) or sale 

of gas and electricity. 

34


Currency risk 

Currency risk is the risk that the value of assets will change due 

to movements in foreign exchange rates. DELTA’s risk policy is 

to hedge its currency risk exposure to positions denominated 

in foreign currencies. To hedge this risk, the company uses 

financial instruments (forward contracts) to prevent any 

fluctuations in expected cash flows to the greatest possible 

extent. Currency positions arising from commodity and other 

contracts are reported to the Treasury department on a daily 

basis to be hedged at group level. Currency risk limits are 

set periodically in consultation with the Risk Management 

Committee, and are monitored by the Treasury department. 

Interest rate risk 

DELTA’s interest rate risk policy is to mitigate the effects of 

interest rate fluctuations. To hedge this risk, the company uses 

derivatives, including interest rate swaps. These swaps allow a 

floating rate to be exchanged for a fixed rate. 

DELTA holds several interest rate swaps. all of which were 

effective at the balance sheet date. No Value-at-Risk (VaR) is 

computed for interest rate derivatives. 

Liquidity risk 

Liquidity risk is the risk that DELTA may have insufficient funds 

available to meet its liabilities. 

DELTA’s capital management policy focuses on centralising its 

cash management and borrowing and repayment operations at 

holding company level (DELTA N.V.).On the basis of its business 

plan, the company prepares an annual financing plan to give 

direction to the activities undertaken by DELTA N.V.’s Treasury 

department, and to determine the ratio of short-term to longterm 

debt. 

DELTA also ensures that it more than meets banking ratios 

and other ratios necessary to keep its corporate credit rating 

and optimise working capital management. The company also 

pursues a very strict policy in terms of providing guarantees 

and cash collateral. 

DELTA has a standby line of credit to meet its working capital 

requirements and to have the flexibility needed to absorb 

seasonal movements in cash and pre-finance projects and 

acquisitions. There are separate lines of credit for independent 

projects, for entities that are not wholly-owned by DELTA , and 

for entities for which the law so requires. These lines of credit 

provide for no recourse against DELTA N.V. 

DELTA maintained its BBB+ rating with a stable outlook from 

Standard & Poor’s in 2012. 

35

SUPERVISORY BOARD 

Mr D. (Daan) van Doorn (1948), chairman 

Nationality: Dutch 

First appointed: 21 June 2010 

Current term: 20 June 2014 

Profession/principal position: 

former Executive Board chairman 

of VION Food Group 

Outside interests: 

Supervisory Board member of 

Brunel International, chairman 

of the Wageningen University 

Fundraising Committee, chairman of 

the Science Group Advisory Council 

at Wageningen University, chairman 

of the Netherlands Mussels Farmers’ 

Association, chairman of the Van 

Doorn Committee, chairman of the 

South West Netherlands Strategic 

Board, Supervisory Board chairman of 

Rabobank Oosterschelde, Supervisory 

Board member of A-ware Food Group. 

Mr J.(Jan) Bout (1946) 


First appointed: 1 January 2011 

Current term: until the end of 2014 

Profession/principal position: former 

Executive Board chairman of Royal 

Haskoning 



Ballast-Nedam N.V., Supervisory 

Board chairman of Brunel 

International N.V., and Audit 

Committee chairman, Supervisory 

Board member of Royal Haskoning 

DHV Groep B.V. and Audit Committee 

chairman, Supervisory Board 

chairman of Deltares and Audit 

Committee chairman, Vice-Chairman 

of the Netherlands Environmental 

Impact Assessment Commission, 

co-founder of Bout & Co consultants, 

chairman of the Advisory Council on 

sustainable healthcare at Nijmegen 

University Hospital, chairman of the 

High Level Group on Export Financing, 

Board member of the Ubbo Emmius 

Fund. 

Mr J.G. (Johan) van der Werf (1952), 

vice-chairman 


First appointed: 2001 

Current (and last) term: 3 June 2014 


former Management Board member of 

AEGON N.V. 


Supervisory Board chairman of 

Ordina, chairman of the Board of 

Trustees of NOS, vice-chairman of the 

Board of Trustees of Utrecht University 

Hospital, Supervisory Board member 

of De Lotto, Supervisory Board 

member of ONVZ, chairman of the Arts 

and Culture Pension Fund, Advisory 

Council member of SVB, vice-chairman 

of the Board of Trustees of Nederlands 

DansTheater 

36


Personal 

particulars10 

EXECUTIVE BOARD 

Mr B.P.T. (Peter) de Wit, (1949) 


First appointed: 1 January 2011 

Current term: until the end of 2014 


former CEO of Shell Netherlands B.V. 


Non-executive board director of 

Caithness Petroleum, London, 

Advisory Council member of Energy 

Delta Gas Research (EDGaR) 

Mr R.J.(Rob) Frohn (1960), Chief Executive 

Officer (CEO) 


First appointed: 1 June 2012, appointed 

for a four-year term 



Nutreco N.V., member of the Board 

of Trustees at the Arnhem/Nijmegen 

University of Applied Sciences, 

Supervisory Board chairman of 

Havenbedrijf Rotterdam N.V. 

Also Audit Committee chairman at 

these organisations. 

Rob Frohn was a member of DELTA’s 

Supervisory Board until 1 June. 

He was appointed CEO with effect 

from this date. 

Mr F. (Frank) Verhagen RA (1961), 

Chief Financial Officer (CFO) 


First appointed: 1 February 2009, 

reappointed for a four-year term 

until 2017 


Member of the Board of Trustees at 

the Admiraal de Ruiter Hospitals, 

Board member of the employers’ 

association WENb 

37

10. Personal particulars 

CENTRAL WORKS COUNCIL 

Executive Committee 

Mr A. (Bram) Nonnekes, 

chairman, OTS-AD&O Works Council 

Mr H.A.M. (Harrie) Martens, 

secretary, Infra Works Council 

Mr B. (Bart) van Houte, 

vice-secretary, C&Z Works Council 

Mr H.E.A. (Huub) Knoors, 

vice-chairman, EPZ Works Council 

Other members 

Mr S. (Stephan) de Beer, 

OTS-AD&O Works Council 

Mr L. (Leen) Boer, 

Infra Works Council 

Ms A.P. (Tonny) Jobse-Griep, 

EPZ Works Council 

Mr C. (Kees) Joosse, 

Group Staff Works Council 

Mr B. (Bojan) Loncaric, 

C&Z Works Council (until March 2012, succeeded by:) 

Mr L. (Leon) Fondse , 

C&Z Works Council (from May 2012) 

Mr P. (Peter) Maljers, 

EPZ Works Council 

Mr J.G.T. (Theo) Nieuwburg, 

Infra Works Council 

Mr E.Y.M. (Etienne) Poppe, 

IR Works Council 

Mr J. (Joop) Janse, 

formal secretary 

Employer representatives 

Mr R. (Rob) Frohn, 

DELTA N.V.’s CEO 

Mr M. (Michel) van Neutigem, 

DELTA N.V.’s Director of HRM 

38


EUROPEAN WORKS COUNCIL 

Employee representatives 

Mr S. (Stephan) de Beer, 

DELTA N.V. Netherlands’ Central Works Council 

Mr L. (Leen) Boer, 


Mr A. (Bram) Nonnekes, 

DELTA N.V. Netherlands’ Central Works Council, chairman 

Mr H. (Huub) Knoors, 


Employer representatives 

Mr R. (Rob) Frohn, 

DELTA N.V.’s CEO 

Mr P. (Paul) de Bruycker, 

Indaver N.V.’s CEO 

Mr M. (Michel) van Neutigem, 

DELTA N.V.’s Director of HRM 

Mr A.J. (André) van Os, 

DELTA N.V.’s formal secretary 

Ms K. (Karin) Aspeslagh, 

Indaver Netherlands B.V.’s Works Council 

Mr E. (Eric) Demaertelaere, 

Indaver N.V.’s Works Council 

Mr G. (Guy) Smits, 

Indaver N.V.’s Works Council, secretary 

Mr R. (Rainier) Martens, 

Indaver Deutschland GmbH’s Works Council 

Mr R. (Rudi) Wachtel, 

Indaver Deutschland GmbH’s Works Council 

39

“DELTA supplies 

electricity, gas, 

heating and multimedia 

services to nearly 

all of our 

holiday parks in 

the Netherlands. 

We are now 

working to provide 

our guests with 

Internet access in 

all of our buildings.” 

David Hannewijk is Director of Operations at Roompot Holidays. 

Over the last 45 years, the company has evolved from a simple campsite 

into a leading holiday company operating 200 holiday parks across 

the Netherlands, Belgium, Germany and France.

Financial Statements 

201211 

Consolidated financial statements 42 

Consolidated balance sheet as at 31 December 2012 (before profit appropriation)42 

Consolidated income statement 43 

Consolidated statement of comprehensive income 44 

Consolidated statement of changes in equity 45 

Consolidated cash flow statement 46 

Accounting policies 47 

Notes to the consolidated balance sheet 60 

Notes to the consolidated income statement 98 

Notes to the consolidated cash flow statement 108 

Post-balance-sheet events 109 

Consolidated companies 110 

Non-consolidated companies 112 

Company financial statements 114 

Company balance sheet as at 31 December 2012 (before profit appropriation)114 

Company income statement 115 

Notes to the company financial statements 116 

Notes to the company balance sheet 117 

Notes to the company income statement 125 

Other information 128 

Profit appropriation 128 

Auditors’ report 130 

DELTA in financial figures, consolidated 132 

DELTA key figures 133 

41

Consolidated financial statements 

Consolidated balance sheet as at 31 December 2012 (before profit appropriation) 

(x EUR 1,000) 

Ref. no. 31-12-2012 31-12-2011 

Non-current assets 

Intangible assets 1 390,232 394,801 

Property, plant and equipment 2 1,010,059 1,035,754 

Joint ventures, associates and other investments 3 826,459 867,809 

Loans to joint ventures, associates, etc. 4 14,352 14,370 

Deferred tax assets 4 63,122 75,851 

Other financial assets 4 9,337 9,305 

Derivatives 5 101,232 68,007 

Financial assets 1,014,502 1,035,342 

Total non-current assets 2,414,793 2,465,897 

Current assets 

Inventories 6 16,916 17,303 

Trade receivables 7 370,792 390,303 

Current tax assets 7 2,949 7,324 

Other receivables 7 71,212 46,629 

Derivatives 5 136,557 230,250 

Total receivables 581,510 674,506 

Assets held for sale 24 1,743 2,647 

Total current assets 600,169 694,456 

Cash 8 48,931 52,390 

Total assets 3,063,893 3,212,743 

Shareholders’ equity 1,052,889 1,043,039 

Profit for the year 81,084 82,690 

Equity attributable to shareholders of DELTA N.V. 1,133,973 1,125,729 

Non-controlling interests 53,892 54,091 

Group equity 1,187,865 1,179,820 

Provisions 9 230,088 236,824 

Pension liabilities 9 22,158 21,869 

Long-term debt 10 429,087 588,606 

Deferred tax liabilities 11 51,939 57,470 

Deferred revenue 11 77,286 70,999 

Other non-current liabilities 11 177,691 25,472 

Derivatives 5 101,283 77,149 

Non-current liabilities 1,089,532 1,078,389 

Trade payables 12 311,725 324,381 

Current tax liabilities 12 73,414 59,191 

Deferred revenue 12 13,172 13,401 

Work in progress for third parties 12 3,603 - 

Current portion of provisions 12 12,254 15,876 

Other liabilities 12 133,020 247,082 

Bank borrowings 12 98,303 66,429 

Derivatives 5 139,344 223,724 

Current liabilities 784,835 950,084 

Liabilities held for sale 24 1,661 4,450 


Total equity and liabilities 3,063,893 3,212,743 

42

DELTA Financial statements 2012 

Consolidated income statement 

(x EUR 1,000) 

Ref. no. 2012 2011 

Revenue 13 2,171,793 2,185,099 

Cost of sales 14 (1,551,017) (1,549,359) 

Gross operating margin 620,776 635,740 

Other gains and losses (third parties) 15 33,431 32,408 

Fair value gains and losses on the trading portfolio 16 (5,002) (12,955) 

Gross margin 649,205 655,193 

Third-party services 17 240,862 242,771 

Staff costs 18 204,054 211,606 

Depreciation, amortisation and impairment 19 131,835 114,002 

Other operating expenses 20 17,113 9,801 

Total net operating expenses 593,864 578,180 

Earnings from operations 55,341 77,013 

Result aquisition 20% interest N.V. EPZ - 153,979 

Added provision tolling contracts - (140,544) 

Share in results of joint ventures and associates 21 77,674 71,778 

Operating result 133,015 162,226 

Net finance income (expense) 22 (29,783) (24,315) 

Profit before tax 103,232 137,911 

Corporate income tax 23 (13,901) (35,541) 

Profit after tax from continuing operations 89,331 102,370 

Profit after tax from discontinued operations 24 (1,385) (11,665) 


Attributable to: 


Shareholders of DELTA N.V. 81,084 82,690 

43


Consolidated statement of comprehensive income 

(x EUR 1,000) 

Ref. no. 2012 2011 

Profit after tax for the year 87,946 90,705 

Other comprehensive income: 

Effective portion of gains and losses 

5 

on cash flow hedges 

Energy derivatives 3,407 (21,340) 

Reclassification - adjustments 177 (45,976) 

3,584 (67,316) 

Interest rate derivatives (1,130) (970) 

Reclassification - adjustments 2,980 5,168 

1,850 4,198 

Corporate income tax (1,408) 15,701 

4,026 (47,417) 

Share of other comprehensive income of joint 

ventures and associates 

Share of other comprehensive income of joint 

(14,025) (10,736) 

ventures and associates 

Reclassification - adjustments - (591) 

(14,025) (11,327) 

Translation reserve differences 

Translation reserve differences 4 139 

Reclassification - adjustments 

- 

(506) 

4 (367) 

Other movements 

Other movements - 23,115 

Reclassification - adjustments (22,890) (372) 

(22,890) 22,743 

Total other comprehensive income (32,885) (36,368) 

Total comprehensive income 55,061 54,337 

Total comprehensive income attributable to: 


Shareholders of DELTA N.V. 48,244 45,915 

For an explanation of the changes in energy and interest rate derivatives, see section 5. 

The share in income from joint ventures involves a change in the accounting policy for the recognition of a provision in the EPZ joint venture. 

The reclassification from unrealised income to realised income is mainly due to the sale of the 7.6% equity interest in N.V. KEMA in 2012. 

44


Consolidated statement of changes in equity 

(x EUR 1,000) 

Total 

Paid-up 

capital 

Statutory 

reserve 

Revaluation 

reserve 

Other 

reserves 

Hedgereserve 

Unappropriated 

profit 

Noncontrolling 

interests 

Carrying amount as at 

1,183,084 6,937 87,812 41,837 - 1,167,395 (174,167) 53,270 

31 December 2010 

Profit appropriation for 2010 - - - - - (174,167) 174,167 - 

Payment of dividend (50,000) - - - - (50,000) - - 

Transfer to liabilities due to put 

(7,601) - - - - - - (7,601) 

options 

Total comprehensive income 54,337 - (11,327) (47,881) 23,115 (682) 82,690 8,422 

Profit appropriation for 2011 - - 125,522 - - - (125,522) - 


1,179,820 6,937 202,007 (6,044) 23,115 942,546 (42,832) 54,091 

31 December 2011 

Profit appropriation for 2011 - - - - - (42,832) 42,832 - 

Payment of dividend (40,000) - - - - (40,000) - - 

Other changes - - (1,849) - - 1,849 - - 

Transfer to liabilities due to put 

(7,016) - - - - - - (7,016) 

options 

Total comprehensive income 55,061 - (13,851) 4,122 (23,115) 4 81,084 6,817 

Profit appropriation for 2012 - - 7,126 - - - (7,126) - 


31 December 2012 

1,187,865 6,937 193,433 (1,922) - 861,567 73,958 53,892 

The statutory reserve relates to the undistributed profits of associates. Consequently, the statutory reserve is not freely distributable. 

This applies equally to the hedge reserve, which should be seen in relation to the unrealised income from the change in fair value of the 

derivatives used for hedging purposes. 

The changes in fair value of derivatives after tax is part of the hedge reserve (which is a non-distributable reserve). For further 

explanation, see 5 ‘Principles for the valuation of financial instruments’ and 5.1.3 of the ‘Notes to the consolidated balance sheet’. 

The participation revaluation reserve, resulting from assets held for sale, is also a reserve that is not available for dividend payments. 

The ‘Other reserves’ item consists primarily of the retained profit. 

The transfer to liabilities due to put options relates to the third-party minority interest in Indaver N.V. A put option, which has been 

included in the non-current liabilities, has been granted to these shareholders, who hold 25% of the Indaver N.V. shares. 

The non-controlling interests in the consolidated equity of DELTA mainly concerns the interest held by NEIF (NIBC European 

Infrastructure Fund) in the German waste processing company Indaver Deutschland GMBH (previously: SAV Beteiligungs GmbH). 

45


Consolidated cash flow statement 

(x EUR 1,000) 

2012 2011 

From operating activities 

Earnings from operations 55,341 77,013 

Fair value gains and losses on the trading portfolio 5,002 12,955 

Adjustment for deferred income 6,058 3,289 

Depreciation, amortisation and impairment 131,835 114,002 

Provisions (34,301) (19,089) 

Inventories 3,990 (3,292) 

Trade receivables 19,511 (80,124) 

Trade payables 3,014 81,408 

Other receivables/payables (15,595) (31,122) 

Other 2,497 (8,263) 

From operating activities 177,352 146,777 

Cash flows arising from dividends received from joint ventures and associates 69,873 59,311 

Cash flows from finance income and expense (18,136) (17,264) 

Cash flows from taxes on profits (7,041) 6,845 

Cash flow from operating activities 222,048 195,669 

From investing activities 

Acquisition and disposal of intangible assets and property, 

plant and equipment (after deduction of cash acquired) (122,995) (149,055) 

Acquisition of investments in subsidiaries and associates and interests in joint ventures 

(2,739) (137,226) 

(after deduction of cash disposed) 

Disposal of investments in subsidiaries and associates and interests in joint ventures 28,235 1,358 

Other financial assets (218) 12,881 

Cash flow from investing activities (97,717) (272,042) 

From financing activities 

Bank borrowings 31,874 1,100 

Long-term liabilities 239,331 174,532 

Paying off borrowings (358,995) (46,279) 

Dividend payments (40,000) (50,000) 

Cash flow from financing activities (127,790) 79,353 

Evolvement cash flow during the year (3,459) 2,980 

Cash as at 1 January 52,390 49,410 

Evolvement cash position during the year (3,459) 2,980 

Cash as at 31 December 48,931 52,390 

46


Accounting policies 

DELTA N.V. is a public limited liability company formed under 

Dutch law, and is the parent company of a number of subsidiaries 

active in: 

• electricity generation and the transportation and supply of 

energy, 

• environmental services concerned with waste management 

and industrial cleaning, 

• provision of cable services for both analogue and digital 

television as well as for internet and digital telephony over 

cable, 

• development and production of sustainable energy relating to 

wind, 

• water activities. 

The group also has interests in a number of joint ventures and 

various investments in associates. 

The owners of DELTA N.V. are the Province of Zeeland, the 

municipalities of Zeeland, certain municipalities of South 

Holland and North Brabant and the Provinces of South Holland 

and North Brabant. 

DELTA N.V. is domiciled, in accordance with its Articles of 

Association, at Poelendaelesingel 10, Middelburg. 

The following changes occurred in the consolidation in 2012: 

1. Frassur GmbH Umweltschutz-Dienstleistungen was sold on 

21 February 2012; 

2. AVA Abwasser- und Verwertungsanlagen GmbH was also sold 

on 21 February 2012; 

3. KEMA N.V. shares (7.6%) were sold on 28 February 2012; 

4. V.O.F. Diepp was wound up on 3 May 2012; 

5. WT I B.V. was established on 24 May 2012; 

6. Internet Services B.V. Zeeland and Internet Platform 

Zeeland B.V. merged with Zeelandnet B.V. on 31 August 2012; 

7. DELTA / Essent Lighting V.O.F. was wound up on 

1 October 2012; 

8. All shares in Fesil Sunergy AS (Norway) were sold on 

8 October 2012; 

9. Sloe Centrale 3 B.V. was established on 10 October 2012; 

10. Spanin N.V. was sold on 23 October 2012; 

11. Solsilc Development Company AS was wound up in 

November 2012; 

12. All shares in Decu Beheer B.V. and Decu C.V. were sold by 7 

November 2012; 

13. All shares in DELTA MBR B.V. were sold on 14 December 2012; 

14. DELTA Energy B.V. obtained 50% of Windpark 

Kloosterboer B.V. on 19 December 2012; 

15. Indaver obtained the remaining 50% of the shares in 

Depmer B.V. by 21 December 2012 

The functional currency is the euro. Unless otherwise stated, all 

amounts are presented in thousands of euros. 

DELTA N.V. availed itself of the option in Title 9, Book 2, of 

the Netherlands Civil Code to prepare the company financial 

statements in accordance with the IFRS accounting policies used 

in the consolidated financial statements with the exception of the 

equity-accounted subsidiaries, joint ventures and associates. 

The company income statement is presented in abridged form in 

accordance with article 402, Title 9, Book 2, of the Netherlands 

Civil Code. 

The Supervisory Board signed these 2012 financial statements 

on 29 March 2013 and released them for publication. 

The Supervisory Board will present the financial statements to 

the General Meeting of Shareholders for adoption on 

17 May 2013. 

47


1. Compliance with IFRS and summary of changes in IFRS recognition and measurement rules 

The company’s consolidated financial statements have been 

drawn up in compliance with the International Financial 

Reporting Standards (IFRS) issued by the International 

Accounting Standards Board (IASB) and the interpretations 

issued by the IFRS Interpretations Committee (IFRS IC) of the 

IASB, as endorsed by the European Commission (EC) up to 

year-end 2012. 

In comparison with previous financial year, new standards, 

interpretations or supplements / improvements were issued by 

IASB and approved by the European Commission for adoption 

within the European union in 2012. Those changes not yet 

adopted by the EC are not mentioned. 

1.1 DELTA applied the following standards and 

improvements in its financial statements for 2012 

Amendments to IFRS 7 Financial Instruments: 

Disclosures –Transfers of Financial Assets. 

These amendments aim to help users of financial statements 

better evaluate the risk exposures relating to transfers of 

financial assets and the effect of those risks on an entity’s 

financial position. 

1.2 DELTA has not yet applied the following standards 

and improvements in its financial statements for 

2012 (application officially required with effect from 

1 January 2013 or later): 

Amendments to IAS 1 Presentation of Financial Statements – 

Presentation of Items of Other Comprehensive Income (as from 

the commencement date of the financial year starting on or after 

1 July 2012). 

The objective of the amendments to IAS 1 is to make the 

presentation of the increasing number of items of other 

comprehensive income clearer, and to assist the users of 

financial statements in distinguishing between the items 

of other comprehensive income that can be reclassified 

subsequently to profit or loss, and those that will never be 

reclassified to profit or loss. 

Amendments to IAS 19 Employee Benefits (as from the 

commencement date of the financial year starting on or after 

1 January 2013). 

The amendments to IAS 19 should help users of financial 

statements better understand how defined benefit plans affect 

an entity’s financial performance and cash flows. 

The main changes are: 

a) Eliminating an option to defer the recognition of gains and 

losses, known as the “corridor method”. Presentation 

of changes in assets and liabilities arising from defined 

benefit plans, including requiring remeasurements in other 

comprehensive income; 

b) Introduction of net interest on the net defined benefit 

liability (asset) and in consequence elimination of the 

expected return on asset. The net interest is based on the 

IAS 19 discount rate and the (un)funded status; 

c) In general it became easier under het amended IAS 19 to 

classify a pension plan as a defined contribution plan; 

d) In the determining the pension liabilities items as risk 

sharing or shared financing can also be taken into account. 

48


IFRS 13 Fair Value Measurement (as from the commencement 

date of the financial year starting on or after 1 January 2013). 

IFRS 13 sets out a single IFRS framework for measuring fair 

value and provides comprehensive guidance on how to measure 

the fair value of both financial and non-financial assets and 

liabilities. IFRS 13 applies when another IFRS requires or 

permits fair value measurement or disclosures about fair value 

measurements. 

Amendments to IFRS 7 Financial Instruments: Disclosures – 

Offsetting Financial Assets and Financial Liabilities (as from the 



The amendment to IFRS 7 aims to require the provision of 

additional quantitative information in order to allow the users 

to better compare and reconcile the disclosures under IFRS and 

the Generally Accepted Accounting Principles (GAAP) of the 

United States. 

Amendments to IAS 32 Financial Instruments: Presentation - 

Offsetting Financial Assets and Financial Liabilities (as from the 



IAS 32 is amended to provide additional guidance to reduce 

inconsistent application of the standard in practice. 

IFRS 10 Consolidated Financial Statements (as from the 



The objective of IFRS 10 is to provide a single consolidation 

model that identifies control as the basis for consolidation 

for all types of entities. IFRS 10 replaces IAS 27 Consolidated 

and Separate Financial Statements and Interpretation SIC 12 

Consolidation – Special Purpose Entities. 

IFRS 11 Joint Arrangements (as from the commencement date of 

the financial year starting on or after 1 January 2014). 

IFRS 11 establishes principles for the financial reporting by 

parties to a joint arrangement, and replaces IAS 31 Interests 

in Joint Ventures and Interpretation SIC 13 Jointly Controlled 

Entities – Non-monetary Contributions by Venturers. 

IFRS 12 Disclosure of Interests in Other Entities (as from the 



IFRS 12 combines, enhances and replaces the disclosure 

requirements for subsidiaries, joint arrangements, associates 

and unconsolidated structured entities. 

Amended IAS 27 Separate Financial Statements (as from the 



IAS 27 has been amended as a consequence of the new IFRS 10, 

IFRS 11 and IFRS 12. 

Amended IAS 28 Investment in Associates and Joint Ventures 

(as from the commencement date of the financial year starting 

on or after 1 January 2014). 

IAS 28 has been amended as a consequence of the new IFRS 10, 

IFRS 11 and IFRS 12. 

Application of IFRS 10, 11 and 12 is officially required with effect 

of the financial year 2014. 

DELTA considers application of these IFRS’s as from the 

financial year 2013. 

49


2. General 

2.1 Estimates and assumptions 

The preparation of financial statements entails the used of 

estimates and assumptions based on past experience and on 

factors considered acceptable in the management’s judgement. 

These estimates relate primarily to (i) the proceeds from the 

sale and transport of electricity and gas to domestic consumers 

in connection with staggered meter readings, (ii) deferred tax 

assets and (iii) the level of provisions. 

They affect the figures in the financial statements, which may 

vary from the actual figures. The effects of changes in estimates 

are recognised prospectively in the income statement. 

Changes in estimates can also lead to adjustments in assets 

and liabilities or in components of equity. Such changes in 

estimates are recognised in the period in which they occur. 

In the notes to the balance sheet and the income statement, 

separate disclosures are made of special aspects relating to 

estimates and assumptions. 

2.2 Impairment of assets 

During the year, assessments are made for indications that 

assets may be impaired. If so, an estimate is made of the 

asset’s recoverable amount, equal to the higher of fair value 

less costs to sell and value in use. 

If the fair value less costs to sell results in unavoidable costs, 

the carrying amount is written down accordingly. Value in use 

represents the present value of estimated future cash flows, 

based on internal business plans approved by management, 

discounted using a pre-tax discount rate that reflects current 

market assessments of the time value of money and the risks 

specific to the asset. Annual impairment tests are performed for 

recognised goodwill. 

Impairment losses are recognised if the carrying amount 

of an asset or the cash-generating unit to which the asset 

belongs exceeds the recoverable amount. Impairment of assets 

attributed to cash-generating units is first deducted from 

the carrying amount of the goodwill attributed to the cashgenerating 

units (or groups of units) and then, pro rata, from 

the carrying amount of the other assets of the unit or group of 

units. The carrying amount of the assets concerned is never 

less than their individual recoverable amount. 

An impairment loss is reversed if it is established that there 

has been a change in the basis on which the recoverable 

amount was previously determined, but only to the extent that 

the carrying amount of the asset after such reversal does not 

exceed the carrying amount of the asset, less depreciation, 

if no impairment had occurred. Impairment of goodwill is 

not reversed. Impairment losses and reversals thereof are 

recognised through profit or loss. 

50


3. Basis of consolidation 

2.3 Government grants 

Government grants are recognised as soon as it is reasonably 

certain that the conditions for obtaining the grant have been 

met or will be met and that the grants have been or will be 

received. 

On capitalisation of investment projects, grants received and 

contributions received to construction costs are deducted 

from the acquisition cost of the assets. Operating grants are 

generally deducted from the purchase costs. 

Subsidies in the form of tax breaks are recognised in the 

calculation of the taxable amount. 

2.4 Foreign currencies 

Assets and liabilities denominated in foreign currencies are 

translated into euros at the exchange rates prevailing at yearend. 

Differences resulting from movements in exchange rates 

are recognised in profit or loss in so far as they do not relate to 

the net investment in foreign entities, in which case they are 

recognised in equity as part of other comprehensive income. 

Income and expenses denominated in foreign currencies are 

translated into euros at the exchange rates prevailing at the 

time of the transaction. 

The consolidated financial statements comprise the financial 

data of DELTA NV and its subsidiaries. 

Subsidiaries are legal entities and partnerships in which DELTA 

controls the operating and financial policy decisions. Existing 

and potential voting rights that can currently be exercised or 

converted are taken into account in assessing control. The 

existence of other agreements that allow DELTA NV to govern 

the operating and financial policy are also taken into account. 

Subsidiaries are included in the consolidation from the date on 

which control is obtained. Consolidation is discontinued with 

effect from the date on which control no longer exists. 

Subsidiaries are fully consolidated, with 100% of equity and 

results included in the consolidation. If DELTA’s interest in a 

subsidiary is less than 100%, the non-controlling interest is 

recognised separately in the balance sheet and the income 

statement. 

Acquisitions are accounted for using the purchase accounting 

method. Subsidiaries’ accounting policies are changed where 

necessary to ensure consistency with the policies applied by 

DELTA. 

In the case of put options, the corresponding non-controlling 

interest is classified as current or non-current liabilities. The 

exercise of the put option, acquired in 2007, is seen as part of 

the purchase price, ultimately affecting the amount of goodwill. 

Put options are accordingly treated in the same way as an earnout 

clause, in accordance with IFRS 3. 

51


4. Basis of recognition and measurement of assets and liabilities 

The financial statements have been prepared according to 

the historical cost convention, except for measurement of the 

carrying amount of derivatives (financial instruments), which is 

based on fair value. All transactions in financial instruments are 

accounted for on the transaction date. 

4.1 Intangible assets 

Intangible assets comprise goodwill arising on acquisition, 

development costs, software, customer records and acquired 

transport rights. 

Goodwill 

The goodwill represents the positive difference between 

the acquisition cost of subsidiaries and the fair value of the 

acquisition. Goodwill paid on the acquisition of subsidiaries is 

recognised as an intangible asset. 

Goodwill arising on the acquisition of an interest in a joint 

venture or an investment in an associate is included in the 

cost of the relevant investments. If the cost is lower than the 

fair value of the identifiable assets, liabilities and contingent 

liabilities acquired (negative goodwill), the difference is 

recognised directly as income. 

The carrying amount of goodwill comprises the historical 

cost less the accumulated impairment. Goodwill is not 

amortised. Annual impairment tests are performed to identify 

any impairment of goodwill. For the purposes of these tests, 

goodwill is allocated to cash-generating units. If a transaction 

qualifies as a transaction between owners, the difference 

between acquisition cost and fair value is recognised in equity. 

Development costs 

Development expenditure is measured at historical cost and 

amortised over a period of 10 years according to the pattern of 

the additional cash flows generated by the acquired process 

knowledge. 

Software 

Capitalised software is carried at historical cost less 

amortisation. In principle, straight-line amortisation is applied 

over a five-year period. The useful life is assessed annually. 

Any adjustments are accounted for prospectively. 

Customer contracts 

Customer contracts are measured at cost and amortised 

according the pattern of the additional cash flows generated by 

the acquired accounts. 

Transport rights 

Transport rights are measured at cost and amortised on a 

straight-line basis over a period of 20 years. The useful life 

is assessed annually. Any adjustments are accounted for 

prospectively. 

4.2 Property, plant and equipment 

Property, plant and equipment is stated at cost less 

accumulated depreciation on a straight-line basis over the 

estimated useful life, determined on the basis of technical and 

economic criteria, taking account of the estimated residual 

value, less any accumulated impairment losses. In accordance 

with IFRIC 18, third-party contributions to construction costs of 

property, plant and equipment are no longer deducted from the 

carrying amount of the assets but recognised under liabilities 

as deferred revenue. 

Also included in property, plant and equipment is the 

discounted amount that is expected to be necessary for 

capping landfill sites when landfill activities come to an end. 

Depreciation is based on the actual period for which the landfill 

capacity is used. Changes in residual values as a result of 

technical and economic developments and the consequences of 

applying a different discount rate are recognised in the carrying 

amounts of the assets concerned and recognised in profit or 

loss in future years by means of depreciation. In the case of 

assets which have been fully depreciated, the difference is 

expensed immediately. 

52


Directly attributable external financing expenses for assets 

(construction period interest) are included in the cost. If assets 

consist of components with different depreciation periods and 

residual values, the components are recognised separately. 

Investments for the replacement of components are capitalised, 

with simultaneous write-down of the component to be replaced. 

The estimated life and the estimated residual value are 

assessed annually when the business plan is produced. The 

carrying amount is adjusted accordingly if impairment tests 

indicate impairment. 

Property, plant and equipment under construction is stated 

at the costs incurred as at the balance sheet date, including 

the costs of materials and services, direct staff costs and an 

appropriate share of directly attributable overhead costs. 

In 1999, Indaver entered into a cross-border lease with an 

American investor for the use of lines 1 and 2 of the incineration 

plant in Doel, whereby the legal and economic ownership 

of the assets remained with the company. These assets are 

accordingly recognised in the consolidated financial statements 

on the basis of the accounting policies applied for property, 

plant and equipment. 

4.3 Financial assets 

General 

A business combination is the bringing together of separate 

entities or businesses into one reporting entity. A business 

combination as defined is accounted for by applying the 

purchase method, which involves the following steps: 

1. identifying an acquirer; 

2. measuring the cost of the business combination; and 

3. allocating the acquisition-date cost of the business 

combination. 

The cost of a business combination is the aggregate of the 

fair values, at the date of exchange, of assets given, liabilities 

incurred or assumed and equity instruments issued by the 

acquirer plus any costs directly attributable to the business 

combination. Under IFRS 3 (as approved by the EU in 2004), 

the sum was increased for costs directly attributable to the 

business combination. Since the revision of IFRS 3 (applied 

with effect from 2009) the costs directly attributable to the 

acquisition are no longer recognised as cost of the business 

combination but are recognised directly in profit or loss. 

Goodwill is measured as the value by which the cost of the 

business combination exceeds the acquirer’s interest in the 

net fair value of identifiable assets, liabilities and contingent 

liabilities. Negative goodwill is recognised directly in profit or 

loss and noncontrolling interests are recognised in equity. 

Joint ventures, associates and other investments 

Joint ventures are contractual arrangements whereby DELTA and 

one or more other parties undertake economic activities that 

are subject to joint control by all parties. 

Associates are entities over which DELTA directly or indirectly 

has significant influence, but not control. Generally speaking, 

this refers to entities in which DELTA can exercise between 20% 

and 50% of the voting rights. 

Interests in joint ventures and investments in associates are 

recognised in the consolidated financial statements using the 

equity method. According to this method, the investments 

are initially carried at cost, i.e. the fair value of the underlying 

asset or liability, including goodwill. If the fair value is higher 

than the cost price, the result will be added to the equity 

participation. The share in the profits or losses is recognised in 

the carrying amount each year and dividend distributions are 

deducted. If the (cumulative) losses of the joint venture and/or 

associate would lead to a negative book value, these losses are 

not recognised, unless DELTA has an obligation to clear these 

losses or has made payments to do so. 

53


Other investments are entities in which DELTA NV has an interest 

of less than 20%. In the consolidated financial statements, they 

are recognised at fair value unless insufficient information is 

available, in which case they are carried at cost. 

Undistributed profits of a joint venture or an associate and 

direct increases in equity at a joint venture or associate, whose 

distributions cannot be received without restriction, are added 

to the statutory reserve. 

Loans to other investment entities 

Loans granted to investees or third parties are carried at face 

value, i.e. amortised cost. Where necessary, provisions are 

recognised for bad debts and are deducted from the carrying 

amount. 

Deferred tax 

Financial assets also includes deferred tax assets, arising 

from the difference between reported amounts and recognised 

amounts for tax purposes and from tax loss carryforwards. 

Deferred tax assets and liabilities are recognised at face value 

calculated at standard corporate income tax rates enacted 

or substantially enacted at the end of the reporting period. 

Deferred tax assets are recognised if it is reasonable to assume 

that future taxable profits will be available, permitting them 

to be realised. The recognition of a deferred tax asset is 

reassessed each year. 

4.4 Inventories 

Construction and maintenance materials are stated at the 

lower of cost, on the basis of the first-in first-out (FIFO) method, 

and the net selling price, less a provision for obsolescence. 

Impairment losses on inventories are expensed and disclosed 

separately. 

4.5 Receivables 

Trade receivables are measured at fair value on initial 

recognition and subsequently carried at amortised cost less 

impairment. The short time horizon means that amortised cost 

is the same as the face value of the receivables as a rule. 

4.6 Construction contracts 

DELTA applies the percentage of completion method to 

determine construction contract costs and revenues to 

be recognised in the income statement for the reporting 

period. The percentage of completion is based on production 

measurements. Work in progress on construction contracts is 

recognised at cost less a provision for expected losses and less 

invoiced instalments. The profit realised in proportion to the 

percentage of completion is included in the carrying amount if it 

can be reliably measured. 

4.7 Non-current assets held for sale and discontinued 

operations 

DELTA classifies an asset (or disposal group) as held for sale 

if its carrying amount will be recovered principally through a 

sale transaction rather than through its continued use. For this 

to be the case, the asset (or disposal group) must be available 

for immediate sale in its present condition and its sale must be 

highly probable and expected to take place within one year. 

On recognition of a group of assets as being held for probable 

or definite sale, the liabilities directly associated with those 

assets will be included in the carrying amount. Immediately 

after classification as held for sale, the amount of the assets 

is measured at the lower of carrying amount and fair value less 

costs to sell and depreciation is discontinued. Any impairment 

losses are expensed. 

54


4.8 Cash 

Cash includes not only cash but also cash equivalents that can 

be converted into cash with no material risk of impairment. Cash 

is carried at fair value. 

4.9 Shareholders’ equity 

Movements in shareholders’ equity are presented in the 

consolidated statement of changes in equity. 

The company’s authorised capital amounts to EUR 9,080,000, 

divided into 20,000 shares, each with a nominal value of EUR 

454. As at 31 December 2012, EUR 6,937,120 was issued and 

paid up. Dividends are recognised as a liability in the period in 

which they are declared. During the year no changes occurred. 

No changes occurred during the year. None of the shares have 

pre-emptive rights or restrictions. 

4.10 Provisions 

Provisions are recognised in respect of legal or constructive 

obligations relating to operations. The provisions are carried 

at the present value of the expected expenditure. The present 

value is computed using a discount rate before tax reflecting the 

current market view of the time value of money. 

The expected expenditure within one year of the balance sheet 

date is included in current liabilities. 

4.11 Employee benefits 

Provisions relating to pension obligations and health insurance 

costs are determined on an actuarial basis. 

The related liabilities are presented separately in the balance 

sheet. This is only the case at the subsidiary Indaver. Indaver 

provides post-employment benefits for most of its employees. 

These benefits are paid under defined contribution plans and 

defined benefit plans involving both pension insurance and 

unfunded arrangements. The contributions payable under the 

defined contribution plan are recognised immediately in the 

income statement. For the defined benefit plan, the cost of each 

benefit payment is determined separately using the actuarial 

Projected Unit Credit Method. 

The company recognises part of the actuarial gains or losses in 

profit or loss if the accumulated unrecognised gains and losses 

at the end of the prior reporting period exceeded 10% of: 

• the present value of the gross amount of the defined benefit 

obligation at that date; and 

• the fair value of the plan assets at that date, 

any such excess or deficit being divided by the expected average 

remaining working lives of the employees participating in the 

plan. 

4.12 Non-current liabilities 

commitments on non-current liabilities due within one year are 

included in current liabilities. 

With finance leases (in which all the risks and rewards of 

ownership are borne by the lessee), the finance lease is 

recognised as an asset at the start of the lease period and the 

liabilities are included in equity and liabilities at fair value. The 

depreciation of the asset is calculated according to the rules for 

property, plant and equipment. 

With operating leases (in which all the risks and rewards of 

ownership are borne by the lessor) the lease payments are 

recognised in the income statement on a straight-line basis over 

the lease term. 

The non-current portion of deferred revenue is classified as a 

non-current liability. The portion that is released in the next 

reporting period is included in current liabilities. The portion 

relating to the current reporting period is included in revenue. 

4.13 Put options 

The put options are recognised at fair value attributable to the 

put option holder concerned, less any dividends paid. The value 

is based on the indirect recoverable amount of the appropriate 

non-controlling interest. 

55


5. Basis of recognition and measurement of financial instruments 

5.1 Financial instruments 

DELTA uses financial instruments to manage and optimise 

normal market risks associated with the company’s energy, 

currency and interest rate positions. DELTA applies IAS 32 

Financial Instruments: 

Disclosure and Presentation and IAS 39 Financial Instruments: 

Recognition and Measurement. These standards require 

derivatives to be measured and recognised at fair value through 

profit or loss and the trading contracts are accounted for in the 

income statement on this basis. 

Definition 

A derivative is a financial instrument or other contract falling 

within the scope of IAS 39, with the following three features: 

• the value changes as a result of movements in a particular 

interest rate, price of a financial instrument, commodity 

price, exchange rate, index of prices or interest rates or other 

variable, provided that, in the case of non-financial variables, 

the variable is not specific to a contract party (also known as 

the ‘underlying asset’); 

• no or only a minor net initial investment is required in relation 

to other types of contract that respond in similar ways to 

movements in market factors; and 

• settlement takes place in the future. 

5.2 Derivatives 

DELTA trades in contracts for electricity, gas, coal, oil, CO 2 

certificates and currencies relating to the current year and the 

three following years. DELTA regards the markets for these 

commodities to be liquid over this time horizon, reliable 

prices being available from brokers, markets and suppliers 

of price information. The fair value of commodity contracts is 

calculated on the basis of these published prices; in-house 

valuation models are not used. Adjustments are only made to 

the published prices for the months, quarters or years ahead 

in order to match the relative periods in the trading systems. 

DELTA also uses derivatives such as interest rate swaps. The 

fair value of interest rate swaps is measured on the basis of 

yield curves provided by, amongst others, brokers and De 

Nederlandsche Bank N.V. 

Classification and netting 

Derivatives are classed as current or non-current assets if 

the fair value represents a gain and as current or non-current 

liabilities if the fair value represents a loss. Receivables and 

payables in respect of derivatives for different transactions 

with the same party are shown net where there is a contractual 

or legally enforceable right of set-off and DELTA also settles the 

relevant cash flows on a net basis. 

Recognition of fair value gains and losses 

Pursuant to IAS 39, energy commodity contracts (electricity, 

gas, coal, oil and CO 2 

certificates, as well as the related foreign 

currency positions) and interest rate swap contracts are 

regarded as derivatives. IAS 32 required and IAS 39 and IFRS 

7 require all derivatives to be measured at fair value from the 

time of initial recognition. 

The general principle is that adjustments to the fair value of 

derivatives should be recognised through profit or loss. There 

are, however, two exceptions: 

1. accrual accounting: DELTA accounts for commodity 

contracts intended for its own use on an accruals basis, 

which means that interim increases in value are not 

reflected in the results. Such transactions are recognised as 

purchases or sales at the time of settlement, at the prices 

obtaining at that time; 

2. hedge accounting: this affords the possibility of limiting the 

effect of fair value gains and losses on the results by taking 

account of opposite effects on results due to fair value gains 

and losses on the hedge and on the hedged position. With 

hedge accounting, fair value gains and losses on derivatives 

are recognised (via the statement of changes in unrealised 

income) in equity until the hedged position/transaction is 

settled. 

56


Hedge accounting 

DELTA uses derivatives to hedge price and currency risks 

arising from energy commodity contracts (electricity, gas, 

coal and oil). Interest rate swaps are also used to hedge the 

risk of cash flow volatility due to interest rate movements. 

DELTA uses cash flow hedging for this purpose, contracting 

hedging instruments to offset the exposure to variations in 

existing and future cash flows that could ultimately affect the 

results. The hedges are attributed to a specific risk relating to 

a balance sheet item or a highly probable forecast transaction. 

The effective portion of the fair value gain or loss is recognised 

directly in hedge reserves in equity (through the statement of 

comprehensive income). The ineffective portion of the gain or 

loss on the hedging instrument is recognised in the income 

statement. The cumulative amounts recognised in equity 

are taken to the income statement in the same period as the 

hedged transaction. 

Criteria for the application of hedge accounting 

For hedge accounting to be applied, there are strict rules with 

regard to documentation and assessment of effectiveness. 

A derivative can be included in hedge accounting if it complies 

with the following criteria: 

1. at the inception of the hedge there is formal designation 

and documentation of the hedging relationship and the risk 

management objective and strategy for undertaking the 

hedge; 

2. for cash flow hedges, a forecast transaction that is the 

subject of the hedge must be highly probable and must 

present an exposure to variations in existing or future cash 

flows that could ultimately affect the results; 

3. the effectiveness of the hedge can be reliably measured; 

4. the hedge is expected to be highly effective; 

5. the hedge is assessed on an ongoing basis and determined 

actually to have been highly effective. 

Hedge effectiveness 

DELTA formally assesses whether the derivatives used as 

hedging instruments have been highly effective in mitigating 

changes in the fair value or cash flows attributable to the 

hedged position, both at the inception of the hedge and during 

its life. To this end, DELTA assesses and determines whether 

changes in the fair value or cash flows attributable to the 

hedged position are offset by changes in the fair value or cash 

flows attributable to the hedge within a range of 80% to 125%. 

The ineffective portion of a hedging relationship, in a fair 

value hedge, is the extent to which changes in the fair value 

of the derivative differ from the changes in the fair value of 

the hedged position or, in a cash flow hedge, the extent to 

which changes in the fair value of the derivative exceed the 

fair value movements in the expected cash flow. Ineffective 

hedges and gains and losses on components of derivatives 

that are disregarded in the assessment of the effectiveness of 

a hedge are recognised directly in the income statement. DELTA 

discontinues hedge accounting if the hedging relationship is no 

longer effective or is no longer expected to remain effective. 

57


6. Basis of determination of results 

6.1 Revenue 

Revenue represents income arising directly from the supply of 

goods and services to third parties, net of any discounts and 

net of sales taxes, such as VAT and regulating energy tax (REB). 

Revenue is recognised when the material risks and benefits 

of ownership of the goods have been transferred to the buyer. 

Revenue from services is recognised proportionate to the 

service delivered at the end of the reporting period. 

Recognition of revenue from transport services and the 

supply of electricity and gas is based on supplies during the 

calendar year. Revenue from supplies to domestic and smallbusiness 

users is partly estimated as meter readings are taken 

throughout the year. 

Recognition of revenue from electricity sales is based on the 

assumption that electricity generated by the group’s own 

production facilities (including joint ventures) will be supplied 

to third parties, while the power supplied to end-users will be 

procured entirely from third parties. 

In the case of gas and electricity trading contracts that do not 

involve physical delivery, the amounts of purchases and sales 

are netted off, provided that this has been contractually agreed. 

Revenue from telecommunications covers subscription fees for 

signal distribution as well as income from internet services and 

other data transmission services. 

Income from environmental services and directly related 

expenses over environmental services are allocated to the 

period in which the services are supplied. 

6.2 Net operating expenses 

Net operating expenses are recognised and measured on the 

basis of actual performance and according to the accounting 

policies set out above. The operating expenses are accounted 

for in the year to which they relate. Gains are recognised in the 

year in which they are realised; losses are recognised in the 

year in which they are identified. 

6.3 Net finance income (expense) 

Finance income and expense is attributed to the period to which 

it relates, in accordance with the effective interest method. 

DELTA capitalises the costs of external financing (construction 

period interest) as appropriate. 

6.4 Corporate income tax 

Corporate income tax on the result is calculated by applying 

the standard current rate to the profit before tax shown in the 

financial statements, taking account of permanent differences 

between this result and the result based on tax valuations. 

Within the DELTA N.V. tax group, DELTA uses the no-settlement 

method, except in the case of transferable tax-loss 

carryforwards predating the date of inclusion in a tax group. 

For the network operations, the separate return approach is 

used because of the special regulatory regime. 

6.5 Discontinued operations 

In the income statement, all financial consequences arising 

from decisions to dispose of or wind up operations, plus the 

normal trading results for 2012, are accounted for in the ‘Profit 

after tax from discontinued operations’ item. 

Revenue from construction contracts is recognised in the 

income statement in accordance with the 

percentage of completion. 

58


7. Basis of the cash flow statement 

The cash flow statement is prepared using the indirect method, 

based on the actual cash flows. A distinction is made between 

operating, investing and financing activities. Although the 

current portion of the non-current liabilities is recognised in 

the balance sheet as part of other liabilities (under current 

liabilities), the corresponding movement in the current portion 

of the non-current liabilities in the cash flow statement is 

included in the cash flow from financing activities. 

Cash flows relating to minority interests (dividend payments), 

financial income and expenses and income taxes (tax 

assessments) are based on the actual receipts and payments. 

59


Notes to the consolidated balance sheet 

1. Intangible assets 

(x EUR 1,000) 

Total Goodwill R&D Software Customer 

contracts 

Transport 

rights 

2011 

Carrying amount as at 1 January 2011 419.949 340,147 125 49,710 4,477 8,820 16,671 

Investments 16,507 - - 14,188 - - 2,319 

Amortisation (25,894) - - (24,138) (745) (1,011) - 

Impairment (125) - (125) - - - - 

Disposals (251) - - - - - (251) 

Earn Out (149) (149) - - - - - 

Other movements (15,236) - - (939) - - (14,297) 

Carrying amount as at 31 December 2011 394,801 339,998 - 38,821 3,732 7,809 4,442 

Accumulated amortisation and impairment 303,946 99,458 15,530 151,963 21,760 11,499 3,736 

Acquisition cost as at 31 December 2011 698,747 439,456 15,530 190,784 25,492 19,308 8,178 

Other 

2012 

Carrying amount as at 1 January 2012 394,801 339,998 - 38,821 3,732 7,809 4,442 

Investments 13,208 - - 13,208 - - - 

Amortisation (17,111) - - (15,622) (478) (1,011) - 

Impairment (298) (298) - - - - - 

Disposals (402) - - - - - (402) 

Earn Out 620 620 - - - - - 

Change in the scope of the consolidation 298 298 - - - - - 

Other movements (884) - - (884) - - - 

Carrying amount as at 31 December 2012 390,232 340,618 - 35,523 3,254 6,798 4,040 

Accumulated amortisation and impairment 304,244 99,756 15,530 151,963 21,760 11,499 3,736 

Acquisition cost as at 31 December 2012 694,476 440,374 15,530 187,486 25,014 18,297 7,776 

Amortisation periods in years n/a variable 5 variable 20 variable 

(x EUR 1,000) 

Allocation of goodwill to cash-generating units 31-12-2012 31-12-2011 

Indaver 329,385 328,765 

Kreekraksluis 1,390 1,390 

Zeelandnet 9,843 9,843 

Total Goodwill 340,618 339,998 

60


General 

No significant impairments occurred in 2012, as in 2011. 

Goodwill 

IFRS requires an impairment test to be performed each year to 

determine whether the carrying amount of goodwill paid in the 

past for subsidiaries should be written down. 

Software 

In the context of the extension and replacement of some key 

software applications, particularly with regard to commercial 

activities, there was accelerated depreciation of IT assets in 

2011. The level of depreciation of IT assets in 2012 was therefore 

lower than in the previous year. 

Indaver 

With regard to Indaver’s activities, impairment calculations 

were made at the level of its cash flow generating units. The 

management based cash flow predictions on the business 

plans for 2013-2015 and in a number of cases on a longer time 

frame. An infinite series was used as from the end of the time 

frame, taking account of the available information relating to 

market developments. No use was made of extrapolations with 

growth rates in excess of inflation. 

The impairment tests were carried out using a specific discount 

rate for each entity. Allowing for the ratio of debt to equity that 

is customary in the market and the risk perceptions in each 

country and sector, a number of scenarios were worked out with 

regard to the discount rate. The discount rate per entity ranged 

from 7.6% to 9.1% before tax, account being taken of tax rates 

applicable locally. These calculations gave no grounds for 

recognising any impairment. 

61


2. Property, plant and equipment 

(x EUR 1,000) 

Total 

Land and 

buildings 

Plant and 

equipment 

Other assets 

Assets under 

construction 

Third-party 

2011 

Carrying amount as at 1 January 2011 977,407 178,566 791,637 14,081 153,983 (160,860) 

Investments 151,329 4,236 20,723 160 127,122 (912) 

Capitalized interest 249 - - - 249 - 

Depreciation (83,567) (10,931) (76,451) (2,850) - 6,665 

Impairments (6,245) (1,218) (2,054) 1,104 (4,077) - 

Disposals (3,243) (372) (221) (60) (3,054) 464 

Other movements (176) 21,294 166,292 1,862 (190,104) 480 

Carrying amount as at 31 December 2011 1,035,754 191,575 899,926 14,297 84,119 (154,163) 

Carrying amount before deduction of contributions 1,189,917 191,575 899,926 14,297 84,119 

Accumulated depreciation and impairment 1,300,413 163,079 1,076,528 56,328 4,478 

Acquisition cost as at 31 December 2011 2,490,330 354,654 1,976,454 70,625 88,597 


Carrying amount as at 1 January 2012 1,035,754 191,575 899,926 14,297 84,119 (154,163) 

Investments 95,955 1,073 30,002 22 67,287 (2,429) 

Capitalized interest 513 - - - 513 - 

Depreciation (92,186) (10,706) (85,133) (2,612) - 6,265 

Impairments (23,932) (655) (24,507) (789) - 2,019 

Disposals (1,974) (339) (1,116) (519) - - 

Change in the scope of the consolidation (846) 7 (853) - - - 

Reclassified as held for sale (1,600) - - (1,600) - - 

Other movements (1,625) 855 81,187 1,529 (87,618) 2,422 

Carrying amount as at 31 December 2012 1,010,059 181,810 899,506 10,328 64,301 (145,886) 

Carrying amount before deduction of contributions 1,155,945 181,810 899,506 10,328 64,301 

Accumulated depreciation and impairment 1,424,815 174,440 1,186,168 59,729 4,478 

Acquisition cost as at 31 December 2012 2,580,760 356,250 2,085,674 70,057 68,779 

Depreciation periods in years 0 - 40 7 - 40 5 - 15 n/a 

The level of investment is lower than in 2011. Investment in machinery and equipment (including changes in assets under construction) 

relates mainly to the expansion and replacement of electricity and gas networks (network company) and the expansion and renovation 

of waste treatment facilities (Indaver). DELTA N.V. also started constructing a new wind farm Kreekraksluis (Zeeland Province). 

The impairment charge relates mainly to a write-down of combined heat and power (CHP) plants and the impairment of a transport 

connection to an industrial estate. An impairment assessment was performed based on the portfolio of the CHPs, with associated 

contractual maturities and the expected development in energy prices. The reason for the impairment assessment of the transport 

connection was the substantial reduction in purchases by the businesses on the industrial estate in question. A pre-tax discount rate 

of 7.9% was applied in both these assessments, which showed a lower value in use than the book value. 

All assets of DELTA Industriële Reiniging B.V., have been transferred to assets held for sale because of the planned sale of that 

business in 2013. 

As required by IFRIC 18, with effect from 1 January 2009, contributions received from third parties towards the costs of constructing 

property, plant and equipment are no longer deducted from the carrying amount of the assets concerned but recognised instead as 

deferred revenue. 

62


3. Interests in joint ventures, investments in associates and other investments 

(x EUR 1,000) 

Total Joint Ventures Associates Other investments 

Carrying amount as at 1 January 2011 521.563 466,090 47,294 8,179 

Fair Value adjustments 23,115 - - 23,115 

Acquisitions 137.226 137,000 226 - 

Negative goodwill 153,979 153,979 - - 

Investments/Disposals (1,300) - - (1,300) 

Dividends received (59,311) (48,505) (5,217) (5,589) 

Share of profits 71,778 60,901 10,602 275 

Other movements 20,759 7,046 (78) 13,791 

Carrying amount as at 31 December 2011 867,809 776,511 52,827 38,471 

Carrying amount as at 1 January 2012 867,809 776,511 52,827 38,471 

Acquisitions 16 9 7 - 

Investments/Disposals (22,663) - - (22,663) 

Dividends received (69,873) (58,129) (6,726) (5,018) 

Share of profits 77,674 49,815 6,618 21,241 

IAS39 movement (23,115) - - (23,115) 

Other movements (3,389) (5,440) (92) 2,143 

Carrying amount as at 31 December 2012 826,459 762,766 52,634 11,059 

KEMA’s shares were recognised at fair value in 2011; the completion of the sale in 2012 led to a write-off of the interest and recognition 

of the realised sales. These items are included under ‘Other associates’. In addition, the sale of the Decu C.V. participation was 

completed. 

The higher revenue from dividends is attributable in particular to the water company Evides, to energy production units operating on 

the basis of a tolling agreement, including with DELTA, and to a final dividend on the sale of one of the other associates. 

During the financial year, a change in the estimates was made for the lifespan of a joint venture in waste incineration. The related 

depreciation is recognised under ‘Profit from associates’. In addition, an assessment was made of the fair value resulting from the 

acquisition of the joint venture. This led to a minor impairment. 

The fair value associated with the tolling rights obtained in acquisitions is amortised over the remaining life of the related activities. 

Over the year being reported on, this led to a depreciation charge of EUR 20 million, included in the ‘Profit from associates’. The ‘Profit 

from associates’ item of EUR 14 million was affected by mutations in the year and by updates to the provision for onerous contracts. 

The other changes relate mainly to a repayment of share premium of EUR 5.5 million from a joint venture. 

63


3.1 Joint ventures 

Summarised balance sheet and income statement information relating to the principal joint ventures (based 

on 100% interest): 

(x EUR 1,000) 

Balance sheet 31-12-2012 31-12-2011 

Property, plant and equipment 1,863,016 1,836,685 

Financial assets 284,624 196,999 

Current assets 226,495 210,212 

Cash and cash equivalents 262,648 330,891 

Total assets 2,636,783 2,574,787 

Shareholders' equity 560,971 531,242 

Provisions 701,975 620,961 

Non-current liabilities 815,595 923,570 



Result 2012 2011 

Total income 837,351 875,504 

Total expenses 678,523 738,541 

Balance 158,828 136,963 

The above information relates to the principal joint ventures in which DELTA has an interest, viz.: 

the electricity generators N.V. EPZ, Elsta B.V. and Sloe Centrale Holding B.V., the water company Evides N.V. and the waste-to-energy 

company Sleco-Centrale N.V. 

64


3.2 Associates 

Summarised balance sheet and income statement information relating to the principal associates (based on 

100% interest): 

(x EUR 1,000) 

Balance sheet 31-12-2012 31-12-2011 

Property, plant and equipment 303,426 302,605 

Financial assets 635 635 

Current assets 16,765 17,570 

Cash and cash equivalents 20,362 19,631 

Total assets 341,188 340,441 

Shareholders' equity 176,304 154,644 

Provisions 6,789 6,034 

Non-current liabilities 84,367 106,421 


Total equity and liabilities 341,188 340,441 

Result 2012 2011 

Total income 151,915 150,647 

Total expenses 131,079 126,687 

Balance 20,836 23,960 

This information relates to the principal associates in which DELTA has an interest: landfill company 

Intercommunale Hooge Maey cvba and waste-to-energy company AZN Holding B.V. 

The 2011 numbers are based on the final annual reported figures of concerning entities. 

In 2012, numbers are based on the last known information within DELTA. 

65


3.3 Other investments 

All reported entities presented as other investments are 

included in the list of non-consolidated companies. 

The interests in Decu Beheer B.V. (60%) and Decu C.V. (60%), 

classified in 2011 as ‘Financial instruments’, have been sold. 

In connection with the implementation of the Borssele 

convenant, the Sustainable Energy Technology Fund 

(SET-Fund I C.V.) was set up in 2007, with the then energy 

companies DELTA (via DELTA Investeringsmaatschappij B.V. 

as silent partner) and Essent both having an interest of 50%. 

Having regard to the Fund’s articles of association and the 

altered shareholding in N.V. EPZ, a new SET-Fund II C.V. was 

established on 23 December 2011 in which DELTA has a 70% 

interest and Essent (RWE) a 30% interest in the initial capital 

of EUR 10 million. In view of the limited degree of control, 

the investments in both entities are classed as financial 

instruments and recognised at fair value. 

66


3.4 Transactions with related parties 

(x EUR 1,000) 

Sales Purchases Trade 

receivables 

Trade 

Payables 

Loans granted 

Interest 

% Interest 2012 2011 2012 2011 31-12-2012 31-12-2011 31-12-2012 31-12-2011 31-12-2012 31-12-2011 2012 2011 

Elsta B.V en Co C.V. 

24.75% 103 3,524 25,065 27,107 12 359 2,481 2,757 132 132 - - 

Elsta B.V. 

25.00% 

} 

N.V. EPZ 70.00% 20,049 18,421 224,850 184,775 2,433 262 20,244 3,084 - - - - 

Sloe Centrale Holding B.V. 50.00% 19 524 38,419 32,616 - 47 12,098 10,021 - - - - 

BMC Moerdijk B.V. 50.00% 1,732 2,473 5,819 5,014 484 441 1,137 1,334 14,320 14,823 1,552 1,087 

Zebra Gasnetwerk B.V. 33.33% 786 830 3,360 3,808 397 403 - 375 - - - 570 

IC Hooge Maey cvba 30.00% 856 825 166 771 178 115 61 299 - - - - 

Sleco Centrale N.V. 50.00% 22,037 18,730 59,032 55,986 6,165 3,153 6,790 4,948 5,000 4,000 112 - 

Evides N.V. 50.00% 27,148 33,786 - - 1,536 2,750 - - - - - - 

Total 72,730 79,113 356,710 310,077 11,205 7,530 42,811 22,818 19,452 18,955 1,664 1,657 

Transactions with related parties are conducted at arm’s length prices. N.V. EPZ, Elsta B.V. and Sloe Centrale B.V. operate on the basis 

of tolling agreements (effectively on a cost-plus basis). Sleco Centrale N.V. also has an internal pricing structure not related to current 

market prices. Other transactions are at arm’s length. 

No allowance for doubtful receivables has been recognised for receivables from related parties since there is no need to do so. 

Although DELTA’s shareholders (provincial and municipal authorities) are related parties, there are no material transactions between 

DELTA and its shareholders. 

67


4. Other financial assets 

(x EUR 1,000) 

Total Loans to joint ventures Deferred tax asset Other financial assets 

and associates etc. 

Carrying amount as at 1 January 2011 127,126 13,775 91,056 22,295 

Reversal of current portion 4,029 1,150 - 2,879 

New loans 5,407 4,818 - 589 

Results (30,761) - (30,761) - 

Repayments (14,555) (23) - (14,532) 

Transferred to equity as hedge reserve 16,098 - 16,098 - 

Impairment (2,300) - - (2,300) 

Other movements (128) - (542) 414 

Carrying amount as at 31 December 2011 104,916 19,720 75,851 9,345 

Current portion of financial assets (5,390) (5,350) - (40) 

Carrying amount as at 1 January 2012 (long term) 99,526 14,370 75,851 9,305 

Reversal of current portion 5,390 5,350 - 40 

New loans 2,380 2,185 - 195 

Results (11,320) - (11,320) - 

Repayments (1,229) (618) - (611) 

Transferred to equity as hedge reserve (1,408) - (1,408) - 

Other movements (3) (450) (1) 488 

Carrying amount as at 31 December 2012 93,336 20,837 63,122 9,377 

Current portion of financial assets (6,525) (6,485) - (40) 

Carrying amount as at 31 December 2012 (long term) 86,811 14,352 63,122 9,337 

4.1 Loans to joint ventures, associates etc. 

This concerns loans to joint ventures, associates and other 

investment entities. The loans are stated at face value. Of 

these loans, an amount of EUR 13.8 million is in the form of 

subordinated loans. As at year-end 2012, the weighted average 

interest rate was 7.2% (2011: 7.3%). 

68


4.2 Deferred tax assets 

(x EUR 1,000) 

31-12-2012 31-12-2011 

Intangible assets and property, plant and equipment (9,683) 50,090 

Financial assets 6,437 (55,718) 

Provisions 44,618 53,882 

Unutilised tax losses 20,307 24,567 

Hedge reserve pursuant to IAS39/derivatives 1,414 2,674 

Other 29 356 

Total deferred tax asset 63,122 75,851 

Deferred tax assets relate to the carrying amounts of intangible 

assets, property, plant and equipment and previously 

recognised provisions. The deferred tax asset relating to 

intangible assets and property, plant and equipment is largely 

the result of: 

• differences between the tax bases and the carrying amounts 

for reporting purposes in the balance sheet at 1 January 1998 

(opening balance sheet for tax purposes for DELTA); 

• the acquisition of the 20% interest in N.V. EPZ; 

• the provision for unprofitable contracts has been allowed for 

commercially but does not apply for tax purposes. 

Furthermore, a deferred tax asset has been recognised for 

unused tax losses that are expected to be offsettable in the 

coming years. At the balance-sheet date, consultations with 

the tax authorities are still ongoing to establish the extent of 

these tax losses. Depending on the outcome of these talks, the 

deferred tax asset may change. The deferred tax assets on loss 

carry-forwards are reviewed annually and are recognised if, as 

expected, they can be offset against future taxable profits. 

Since 2006, a hedge reserve for unrealised fair value gains 

and losses on derivatives/trading contracts has also been 

recognised in compliance with IAS 39/32. A deferred tax asset 

is also recognised in respect of these unrealised fair value 

gains and losses. As at year-end 2012, this hedge reserve was 

negative (therefore an asset), resulting in an increase in the 

deferred tax asset. 

As at year-end 2012, a deferred tax asset amounting to 

EUR 26.7 million was not recognised in the balance sheet 

because of uncertainty as to when the related tax loss carry 

forwards (in the Netherlands and in other countries) might be 

utilised or the asset might be realised. EUR 5.1 million of the 

losses that may be carried forward expires within five years. 

The remainder has a carry-forward period of more than 5 years. 

4.3 Other financial assets 

The ‘Other financial assets’ as at year-end 2012 mainly 

comprise prepayments. In 2011, sale-and-leaseback contracts 

were terminated. The repayments received relate to the return 

of funds placed on deposit; under the terms of the sale-andleaseback 

contracts, the purchase prices were placed on 

deposit in favour of the lessor by way of security. 

69


5. Derivatives and risk management 

DELTA N.V. trades in contracts for gas, electricity, coal, oil, CO 2 

certificates and currencies relating to the current year and the 

three following years. DELTA N.V. regards the markets for these 

commodities to be liquid over this time horizon: reliable prices 

are available for them from brokers, markets and suppliers of 

price information. Fair values for these contracts are calculated 

on the basis of these published prices; inhouse valuation 

models are not used. Adjustments are only made to the 

published prices for the months, quarters or years ahead in 

order to match the relative periods in the trading systems. 

DELTA has a contractual obligation to settle forward contracts 

on maturity. 

To hedge interest rate risks, DELTA N.V. makes use of 

derivatives such as interest rate swaps. The effect of this type 

of swap contract is to change loans contracted at floating rates 

into fixed-rate loans. 

This section covers the following topics: 

5.1. Derivatives 

5.1.1 Relationships of derivatives in the financial 

statements 

5.1.2 Derivatives position 

5.1.3 Changes in the hedge reserve 

5.1.4 Hierarchy of financial instruments 

5.2. Risk management 

5.2.1 Risk management 

5.2.2 Market risks 

5.2.3 Liquidity risk 

5.2.4 Credit risk 

70


5.1 Derivatives 

5.1.1 Relationships of derivatives in the financial statements 

(x EUR 1,000) 

Derivatives on the balance sheet (see 5.1.2) 

Assets 


Balance of derivatives 

Assets 

2011 

Liabilities 


Liabilities 

2011 

Changes in derivatives 

Change in 2012 

Assets 

Non-current assets 101,232 68,007 33,225 

Current assets 136,557 230,250 (93,693) 

237,789 298,257 (60,468) 

Change in 2012 

Liabilities 

Non-current liabilities 101,283 77,149 24,134 

Current liabilities 139,344 223,724 (84,380) 

240,627 300,873 (60,246) 

Other balance sheet items relating to derivatives 

Hedge reserve (see 5.1.3) (1,922) (6,044) 4,122 

Deferred tax (see 5.1.3) (1,266) (2,674) 1,408 

Non-controlling interest connected with swaps 

(1,000) (904) (96) 

(see 5.1.3) 

Sub total - - (4,188) (9,622) - 5,434 

Purchase of interest rate derivatives by DNWB 2,250 2,250 - 

Changes in equity through profit or loss (2,106) (1,453) (653) 

Fair value changes in equity through profit or loss 1,206 6,209 (5,003) 

- - (2,838) (2,616) - (222) 

Total 237,789 298,257 237,789 298,257 (60,468) (60,468) 

71


5.1.2 Derivatives position 

(x EUR 1,000) 

Assets Liabilities Net 

Non-current Current Non-current Current 

2012 2011 2012 2011 2012 2011 2012 2011 2012 2011 

Commodity contracts 

Gas 24,774 23,194 52,123 152,004 (37,335) (33,408) (56,284) (145,584) (16,722) (3,794) 

Electricity 57,358 27,101 57,229 27,446 (39,918) (19,508) (47,781) (28,277) 26,888 6,762 

Coal 1,805 428 1,596 5,523 (3,168) (1,733) (8,228) (11,219) (7,995) ( 7,001) 

Oil 1,243 2,013 4,037 5,368 - (623) (709) (2,498) 4,571 4,260 

Other 2,847 1,306 5,205 10,592 (10,440) (13,722) (14,193) (16,218) (16,581) (18,042) 

Other derivatives 

Foreign exchange 

13,061 13,167 16,367 29,176 (8,262) (5,667) (10,694) (16,807) 10,472 19,869 

contracts 

Interest rate swaps 144 798 - 141 (2,163) (2,488) (1,455) (3,121) (3,474) (4,670) 

Total 101,232 68,007 136,557 230,250 (101,283) (77,149) (139,344) (223,724) (2,841) (2,616) 

An amount of EUR 5.4 million negative (2011: EUR 63.1 million positive) of the gains and losses on these contracts has been recognised 

in the hedge reserve. 

72


5.1.3 Changes in the hedge reserve 

The changes in the fair value after tax of the derivatives are included in the hedge reserve. This reserve is not freely distributable. 

The movements in the hedge reserve over the past two years are presented below. 

(x EUR 1,000) 

Commodity contracts 

Swaps 

Gas Electricity Coal Oil CO 2 

Forex Total Interest Total 

rate swaps 

2011 

Hedge reserve 1-1-2011 (gross) 61,042 (8,772) 10,037 (125) (4,023) 5,003 63,162 (9,666) 53,496 

Changes in 2011 

Recognised directly in equity (22,373) 9,530 (8,196) 1,645 (14,482) 12,536 (21,340) (970) (22,310) 

Released to income (37,560) 1,517 (5,649) 1,386 (3,007) (2,663) (45,976) 5,168 (40,808) 

Total changes 2011 (59,933) 11,047 (13,845) 3,031 (17,489) 9,873 (67,316) 4,198 (63,118) 

Hedge reserve 31-12-2011 (gross) 1,109 2,275 (3,808) 2,906 (21,512) 14,876 (4,154) (5,468) (9,622) 

Deferred tax (277) (569) 952 (726) 5,378 (3,719) 1,039 1,636 2,674 

Non-controlling interest 904 904 

Hedge reserve at 31-12-2011 832 1,706 (2,856) 2,180 (16,134) 11,157 (3,115) (2,928) (6,044) 


Hedge reserve 1-1-2012 (gross) 1,109 2,275 (3,808) 2,906 (21,512) 14,876 (4,154) (5,468) (9,622) 

Changes in 2012 

Recognised directly in equity (4,875) 11,178 (5,755) 3,213 (4,552) 4,197 3,407 (1,130) 2,277 

Released to income (7,367) 5,245 2,723 (107) 7,532 (7,848) 177 2,980 3,157 

Total changes 2012 (12,242) 16,423 (3,032) 3,106 2,980 (3,651) 3,584 1,850 5,434 

Hedge reserve 31-12-2012 (gross) (11,133) 18,698 (6,840) 6,012 (18,532) 11,225 (570) (3,618) (4,188) 

Deferred tax 2,783 (4,714) 1,710 (1,503) 4,633 (2,806) 103 1,163 1,266 

Non-controlling interest (72) (72) 1,072 1,000 

Hedge reserve at 31-12-2012 (8,350) 13,912 (5,130) 4,509 (13,899) 8,419 (539) (1,383) (1,922) 

73


The composition of the hedge reserve in relation to the commodities, on a gross basis, as at year-end 2012 is attributable as follows 

to the years ahead: 

Hedge-reserve commodities 

(x EUR 1,000) 

Commodities 

Gas Electricity Coal Oil CO 2 

Forex Total 

2013 (1,872) 4,989 (6,753) 4,488 (10,811) 6,628 (3,331) 

2014 (8,730) 12,125 (87) 1,524 (6,186) 3,892 2,538 

2015 (531) 1,584 - - (1,535) 705 223 

2016 - - - - - - - 

Total (11,133) 18,698 (6,840) 6,012 (18,532) 11,225 (570) 

The release from the hedge reserve to profit or loss is recognised in the gross operating margin. 

The timing of the expected cash flows does not always coincide 

with their recognition in the income statement. 

This is because some hedges have a ‘timing effect’. This is the 

case, for example, with the majority of gas hedges, in that 

the gas price for the first quarter of a year may be determined 

by the average oil price over the six months preceding that 

quarter. The value of the swaps used in such a hedging 

relationship, settlement of which takes place in the six months 

preceding the quarter in which delivery is made, is recognised 

in the hedge reserve up to the beginning of the delivery quarter, 

with the gain or loss recognised in income in the first quarter 

of delivery. The maximum time lag on contracts in a hedging 

relationship is nine months. During the reporting period, there 

were no hedging relationships that were discontinued because 

an expected transaction did not go ahead. 

74


5.1.4 Hierarchy of financial instruments 

The financial instruments, measured at fair value, are classified in accordance with the following hierarchy as required by IFRS 7 

Financial Instruments: 

- Level 1: Quoted prices (not adjusted) in active markets for identical assets or liabilities; 

- Level 2: Inputs other than the quoted prices in level 1 that are observable for an asset or liability, either directly (i.e. as prices) or 

indirectly (i.e. derived from prices); 

- Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs). 

Assets and liabilities measured at fair value 

(x EUR 1,000) 

Fair value hierarchy 

Total as at 31 December Level 1 Level 2 Level 3 

2012 2011 2012 2011 2012 2011 2012 2011 

Assets 

Derivatives 237,789 298,257 - - 237,789 298,257 - - 

Equity investments < 20% 11,795 38,471 - - - - 11,795 38,471 

Total assets 249,584 336,728 - - 237,789 298,257 11,795 38,471 

Equity and liabilities 

Derivatives 240,627 300,873 - - 240,627 300,873 - - 

Put options 152,277 146,511 - - - - 152,277 146,511 

Total equity and liabilities 392,904 447,384 - - 240,627 300,873 152,277 146,511 

The fair value of the other shareholdings (


5.2 Risk management 

5.2.1 Risk management 

DELTA operates on the international gas and electricity 

markets. The prices on these markets fluctuate a great deal. 

Making use of financial instruments allows DELTA to mitigate 

commodity market risks, currency risks, interest-rate risks, 

liquidity risks and credit risks. The preconditions for this have 

been set out in the Risk Policy Document and the Treasury 

Regulations. 

The Risk Management Committee has - under the responsibility 

of the statutory board - established general procedures and 

limits. It ensures that the energy trading and sales activities of 

DELTA remain within the defined risk margins. 

5.2.2 Market risks 

5.2.2.1 Commodity prices 

Market risks arise from price movements on the markets on 

which DELTA buys and sells (gas, electricity, coal, oil, CO 2 

emission rights, currencies, transport capacity, import/export 

capacity etc.) DELTA’s policy aims to reduce the impact of price 

movements in the short term and to follow the applicable 

market prices in the longer term. For this systematic risk 

control, DELTA determines how its assets will be used and 

which positions should be adopted, depending on the expected 

price developments. 

The positions are monitored on a daily basis. Trading risks are 

mitigated by strictly enforcing a system of limits. 

The various types of risk and how DELTA deals with them are 

explained below. 

76


5.2.2.2 Value at Risk 

DELTA uses the Value at Risk (VaR) method to assess market 

risks on the commodity markets in which it operates. The 

method involves various assumptions regarding possible 

changes in market conditions. The VaR method is an important 

tool to assess market risks within DELTA. The method identifies 

the maximum losses likely to be incurred as a result of price 

changes over a three-day period with a confidence level of 

95% (i.e. the maximum loss might exceed the VaR limit in 

just 5% of cases). The VaR is calculated using Monte Carlo 

simulations based on historical volatilities and correlations. 

Since portfolios include opposing positions and there is an 

underlying correlation, the VaR on the total portfolio is smaller 

than the sum of that on the individual portfolios. 

The VaR method is an important tool for managing the 

portfolios within DELTA and the value at risk is therefore 

calculated and reported each day. The above specification is 

drawn up on the basis of these daily reports. 

Although the VaR for the Asset Book and for the total portfolio 

is reported on a daily basis, it is not used as a management 

parameter. The Asset Book is hedged on the basis of a 

predetermined disposal schedule to establish the average 

market value. Departures from the disposal schedule come 

into Trade Books, for which the VaR is the key measure of risk. 

During the year, the parameter was within limits. 

Value at Risk 

(x EUR 1,000) 

Value at Risk 

31-12-2012 31-12-2011 

Asset Book 12,977 11,436 

Trade Books 2,546 2,097 

Diversification over Books (2,665) (2,105) 

Total 12,858 11,428 

77


5.2.2.3 Cashflow hedges 

DELTA uses financial instruments to prevent fluctuations in 

expected cash flows in so far as possible. In order to control 

the consequences of future movements in market prices, DELTA 

uses derivatives such as forwards, options and swaps. The 

hedging instruments are derivatives in the commodities traded 

by DELTA that are concluded to mitigate cash flow, price and 

currency risks. Hedge accounting is applied to cushion the total 

change in value of these derivatives. 

Where permitted, DELTA accounts for these financial 

instruments and physical purchase and sale contracts in a 

cash flow hedge in accordance with IAS 39. The item hedged 

is the future purchase transaction (power stations, long-term 

sourcing) or gas and electricity sales transaction. 

Cashflow hedges 

(x EUR 1,000) 

2012 2013 2014 2015 2016 and beyond Total Average price Contract value 

Gas forwards (1,484) (11,075) (1,023) - (13,582) 0.266 (268,713) 

Electricity 

3,168 9,742 1,612 - 14,522 53.461 98,521 

forwards 

Coal swaps (3,216) (758) - - (3,974) 82.993 (29,304) 

Oil swaps 2,860 1,243 - - 4,103 660.307 (106,573) 

CO 2 

forwards (10,294) (4,458) (815) - (15,567) 11.015 (40,975) 

Currency swaps 3,993 7,471 740 - 12,204 0.921 (291,213) 

Total (4,973) 2,165 514 - (2,294) 

2011 2012 2013 2014 2015 and beyond Total Average price Contract value 

Gas forwards (3,805) 752 (10,561) - (13,614) 0.249 (379,492) 

Electricity 

(505) 1,549 9,811 - 10,855 56.043 194,225 

forwards 

Coal swaps (1,622) (687) - - (2,309) 89.742 (67,092) 

Oil swaps 1,781 658 368 - 2,807 664.125 (151,765) 

CO 2 

forwards (5,903) (8,189) (4,747) - (18,839) 14.476 (42,423) 

Currency swaps 9,070 3,694 3,070 - 15,834 0.865 (357,443) 

Total (984) (2,223) (2,059) - (5,266) 

78


The hedge reserve includes changes in the value of underlying 

derivatives in the period in which they are included in an 

effective hedge. The derivatives presented in the analysis of 

cash flow hedges concern the derivatives that were part of a 

hedging relationship on the balance sheet date. 

A mismatch occurs because: 

• the analysis of cash flow hedges also includes the ineffective 

portion of the hedging instrument; 

• the gains and losses on the hedging instrument prior to the 

inception of a hedging relationship are also included in the 

analysis of cash flow hedges; 

• also included in the hedging reserve are the gains and losses 

on the hedging instruments which were part of a hedging 

relationship in the past but which were no longer part of such 

a relationship at year-end. 

The amounts recognised in the hedge reserve take account 

of the date on which an instrument was designated as part 

of a hedging relationship, which may be different from the 

date of the associated trade. In addition, only the gains and 

losses in the fair value of the effective portion of the hedging 

instruments are recognised in the hedge reserve. 

5.2.2.4 Currency risk 

Currency risk concerns the price risk related to exchange rate 

movements. DELTA’s risk policy is to hedge currency risks on 

positions in foreign currencies. To hedge the risks, DELTA uses 

financial instruments to prevent fluctuations in expected cash 

flows in so far as possible. Currency positions resulting from 

contracts, including commodity contracts, are reported to the 

Treasury Department on a daily basis for hedging at group 

level. Currency risk limits are set periodically in consultation 

with the Risk Management Committee and monitored by the 

Treasury Department. 

The following exchange rates were used for translating the 

amounts of items denominated in foreign currencies on the face 

of the balance sheet: 

31-12-2012 30-12-2011 

Middle rates 

US dollar 1.3175 1.2933 

Pound sterling 0.8150 0.8353 

79


5.2.2.5 Interest rate risk 

DELTA’s interest rate risk policy is to limit the effect of interest 

rate fluctuations. To hedge the risks, DELTA makes use of 

derivatives such as interest rate swaps. 

Hedged loans 

DELTA has a number of interest rate swaps. All the swaps 

were effective at the end of the reporting period. Sensitivity is 

measured by increasing or decreasing the floating spot by 10%. 

The swaps remained effective. Several of these interest rate 

derivatives can be classified as option contracts, which qualify 

for the exemption referred to in IAS 39, paragraph 74. The 

change in the fair value is accounted for in the hedge reserve 

with the change in the time value recognised through profit or 

loss. The following table shows the effect of a 10% increase and 

a 10% decrease compared with the carrying amounts as at 31 

December 2012. 

Sensitivity interest rate 

(x EUR 1,000) 

Position as at 

31 December 

Value based on 

yield curve 

10% increase 10% decrease 

Increase in value 

relative to carrying 

amount 

Value based 

on yield curve 

Decrease in value 

relative to carrying 

amount 

2012 2011 2012 2011 2012 2011 2012 2011 2012 2011 

Derivatives 

Derivatives (3,474) (4,670) (3,338) (4,103) 136 568 (3,601) (5,196) (127) (526) 

Deferred tax on derivatives 1,163 1,636 1,135 1,545 (28) (91) 1,191 1,728 28 92 

Total (2,311) (3,034) (2,203) (2,558) 108 477 (2,410) (3,468) (99) (434) 

Interest rate swaps 

Hedge reserve 1,383 2,928 1,355 2,757 (29) (171) 1,412 3,100 28 172 

Non-controllig interest 1,072 904 1,037 854 (34) (50) 1,105 955 34 50 

Total 2,455 3,832 2,392 3,611 (63) (221) 2,517 4,055 62 222 

Gains and losses on swaps 

Total 2,106 1,453 2,061 1,198 (45) (255) 2,144 1,665 37 212 

80


As at 31 December 2012, the interest rate derivatives position 

represented a loss. An upward movement of the yield curve 

reduces this loss. 

The hedge reserve relating to interest rate swaps as at 31 

December 2012 represented a debit item in equity. An upward 

movement of the yield curve reduces the amount of this debit. 

Unhedged loans 

If the interest rates on unhedged variable rate loans had been 

10% higher or lower at the end of the reporting period and 

all other variables remain constant, the profit or loss (before 

non-controlling interests) would have been EUR 0.4 million per 

annum lower or higher, respectively. 

5.2.3 Liquidity risk 

Liquidity risk is the risk that DELTA might not have sufficient 

funds available to settle its liabilities. 

DELTA’s capital management policy focuses on centralising 

cash management and funding and borrowing repayment 

operations at holding company level as far as possible. 

A financing plan is prepared each year on the basis of the 

business plan, giving direction to the activities of the 

DELTA N.V. Treasury department. 

This includes the annual determination of the ratio of current to 

non-current borrowings. 

In order to provide the flexibility required for executing 

strategic projects, DELTA has standby credit facilities available 

up to a limit of EUR 500 million, from which an amount of 

EUR 34 million was drawn down as at year-end 2012. 

In 2012, DELTA refinanced EUR 180 million of the withdrawals 

under the credit facility through long-term private placements. 

The standby credit facility will be extended in 2013. 

Two businesses within the DELTA group look after their own 

finances: 

1. The Indaver group manages the liquidity risk and 

funding risk within the framework of the DELTA policy, by 

maintaining adequate reserves and ample committed credit 

lines. The Indaver group had borrowings and credit facilities 

totalling EUR 291 million as at year-end 2012, of which EUR 

97 million remains to be drawn down. 

2 DNWB, as required by the Independent Network 

Management Act (WON), had a separate credit facility of 

EUR 190 million as at balance sheet date. These facilities 

have been fully utilised. 

The credit rating for DELTA issued by Standard & Poor’s 

remained unchanged in 2012: BBB+ with a stable outlook. 

81


In order to provide a view of the liquidity risk, the following 

table presents the contractual maturities of the financial 

liabilities. 

(x EUR 1,000) 

Contractual maturities of financial obligations as at 31 december 2012 

< 1 year 1-5 years > 5 years Total 

Trade payables 311,725 - - 311,725 

Interest-bearing loans 184,542 312,400 89,915 586,857 

Derivatives 139,344 101,283 - 240,627 

Other 174,895 255,766 1,973 432,634 

Total 810,506 669,449 91,888 1,571,843 

Related interest payable 6,394 16,343 3,506 26,243 

Contractual maturities of financial obligations as at 31 december 2011 

< 1 year 1-5 years > 5 years Total 

Trade payables 324,381 - - 324,381 

Interest-bearing loans 97,801 468,649 116,857 683,307 

Derivatives 223,724 77,149 - 300,873 

Other 308,628 97,298 2,273 408,199 

Total 954,534 643,096 119,130 1,716,760 

Related interest payable 13,100 39,222 9,393 61,716 

The contractual maturities of the financial liabilities reflect 

the expected outgoing cash flows relating to the outstanding 

financial commitments as at the balance sheet date. 

The ‘Other’ contractual maturities item consists primarily of 

deferred revenue, current taxation and the Indaver put option. 

82


5.2.4 Credit risk 

Credit risk concerns the losses that could arise if a counterparty 

defaults on a contractual obligation. DELTA has set credit limits 

for its external counterparties in order to limit the credit risk. 

An internal rating system sets a credit limit for each external 

counterparty. This system uses publicly available information 

on the company concerned or the guarantor (such as financial 

statements and credit ratings). In the case of previous DELTA 

customers, their payment history is a major factor in agreeing 

to supply them. 

DELTA uses various instruments to manage credit risks, 

including trading on the basis of standard forms of contract and 

terms of business, trading via exchanges, ensuring a diversified 

portfolio of customers and requiring guarantees. If the credit 

rating of an external counterparty or guarantor is not or is no 

longer investment grade, no additional credit risk is accepted. 

In addition to the credit limits based on this, DELTA uses 

various instruments to manage credit risks, including operating 

under standard contracts and conditions, operating through 

exchanges, diversification in its end users and requesting 

additional collateral. 

For end users whose energy is supplied by DELTA, 

creditworthiness is based on data from external information 

providers. For existing customers, the historical payment 

behaviour is also taken into consideration when deciding 

whether or not to enter into a supply contract. Additional 

collateral in the form of a bank guarantee, deposit or advance is 

requested if necessary. 

At year-end 2012, the credit ratings of DELTA’s external 

counterparties were distributed over the different rating 

classes in the following percentages: 

Credit rating counterparties 

35% 


2011 

30% 

25% 

20% 

15% 

10% 

5% 

0% 

AA+ AA AA- A+ A A- BBB+ BBB BBB- BB+ 

83


6. Inventories 

(x EUR 1,000) 

31-12-2012 31-12-2011 

Raw materials 9,346 9,979 

Consumables 4,442 4,429 

Finished products 390 654 

Goods for resale 3,390 4,440 

Total 17,568 19,502 

Less: Provision for obsolescence (652) (2,199) 

Total inventories 16,916 17,303 

84


7. Receivables 

(x EUR 1,000) 

31-12-2012 31-12-2011 

Trade receivables 370,792 390,303 

Current tax assets 2,949 7,324 

Cash not available on demand 49,300 19,075 

Current portion of long-term loans granted 6,525 5,390 

Other receivables, prepayments and accrued income 15,387 22,164 

Total other receivables 71,212 46,629 

Total receivables (excluding derivates) 444,953 444,256 

The cash not available on demand consists of deposits relating 

to the trading activities on the futures exchange markets. 

A provision for possible bad debts totalling EUR 20.2 million 

(2011: EUR 13.8 million) was recognised in respect of the trade 

receivables. 

85


Aged analysis of trade receivables 

per 31-12 

Age 2012 2011 

(in days) (x EUR 1,000) 

< 30 341,574 365,520 

31-60 16,647 18,050 

61-90 6,791 2,827 

91-120 5,601 2,038 

> 120 20,427 15,663 

Total 391,040 404,098 

Bad debt provision (20,248) (13,795) 

Total trade receivables 370,792 390,303 

The


8. Cash 

Cash comprises not only cash but also cash equivalents that 

can be converted into cash with no material risk of impairment. 

(x EUR 1,000) 

31-12-2012 31-12-2011 

Deposits 24,288 29,308 

Cash/Bank 24,643 23,082 

Total cash 48,931 52,390 

The amounts placed on deposit become available within three 

months. 

87


9. Provisions 

(x EUR 1,000) 

Total 

Environmental 

costs 

Unprofitable 

contracts 

Employee 

benefits 

Dismantling 

costs 

Other 

provisions 

Carrying amount as at 1 January 2011 95,504 59,742 24,611 4,780 - 6,371 

Reversal of current portion of provision 17,331 10,157 - 886 4,000 2,288 

Added 159,265 - 158,954 311 - - 

Interest added 3,717 3,262 - 114 - 341 

Released (19,938) - (18,006) (390) (526) (1,016) 

Utilised (3,039) (440) - (816) - (1,783) 

Other movements (140) (166) 1 201 - (176) 

Carrying amount as at 31 December 2011 252,700 72,555 165,560 5,086 3,474 6,025 

Current portion of provisions (15,876) (9,710) - (830) (3,474) (1,862) 

Carrying amount as at 31 December 2011 236,824 62,845 165,560 4,256 - 4,163 

Reversal of current portion of provision 15,876 9,710 - 830 3,474 1,862 

Added 11,188 4,256 4,339 939 - 1,654 

Interest added 9,976 2,846 6,758 92 - 280 

Released (25,769) - (24,106) (19) (2,104) 460 

Utilised (4,611) (484) - (844) - (3,283) 

Other movements (1,143) (885) - 57 - (315) 

Carrying amount as at 31 December 2012 242,341 78,288 152,551 5,311 1,370 4,821 

Current portion of provisions (12,253) (9,299) - (461) (1,370) (1,123) 

Carrying amount as at 31 December 2012 230,088 68,989 152,551 4,850 - 3,698 

The amount of the provisions probable to be utilised within one 

year, being EUR 12.3 million (2011: EUR 15.9 million), has been 


88


Environmental costs 

Indaver has recognised provisions for the capping and aftercare 

of its current landfill sites. An amount of approximately EUR 

24.8 million of these provisions is expected to be utilised 

over the next five years. The costs have been estimated by 

the management using best estimates based on existing 

technology. The discount rate was 4.67% (2011: 4.67%) for the 

Belgian landfill sites and 5.0% for the German and Dutch 

landfill sites (2011: 5.0%). 

Between now and 2020, an estimated EUR 31.9 million (2011 

price levels) will be required for the preparatory aftercare, 

capping and landscaping of the Derde Merwedehaven landfill 

site. Utilisation of the provisions recognised for this purpose 

will occur as from 2013. In the period up to 2025, an estimated 

EUR 22.4 million (2012 price levels) will be required for the 

preparatory aftercare and capping of the Noord- en Midden 

Zeeland landfill site. Utilisation of the provisions recognised for 

this purpose will occur as from 2017. 

The current portion of the provision mainly relates to the 

Koegorspolder landfill site, which ceased to be used in 2005. 

Within Indaver, EUR 4 million of provisions has been included 

for expected costs due to contaminants identified at certain 

locations. 

Unprofitable contracts 

In light of the current market prices for electricity, some 

energy purchase/sale contracts that were made in the past 

are no longer profitable. Prices are under pressure due to the 

economic development in relation to the available production 

capacity on the one hand and the rise in fuel prices due to the 

increasing global demand on the other. In addition, the coal 

tax agreed in the coalition agreement and current emission 

legislation are having a negative impact on the production 

costs of some plants, leading to a further negative impact on 

the gross margin of supply contracts. 

Therefore, a provision has been made for onerous contracts 

to cover the unprofitable part of some contracts. Withdrawals 

are made annually to offset the accumulated negative gross 

margin. Any results of a production unit involved are added 

annually to this provision, because of the causal link between 

the result of the participation and the formation of the 

provision. Provisions are reviewed each year in the light of 

developments in the electricity and fuel markets, the relevant 

legislation and contractual agreements. 

In 2012, the discount rate for calculating this provision was 

changed to 4.25% (2011: 4.5%) due to market developments and 

the short duration of the liabilities. 

The provision remaining at the end of 2012 primarily relates to 

contracts with joint ventures. 

Employee benefits 

These provisions have been recognised in order to be able to 

meet existing future financial obligations. Under the terms of 

the CLA, DELTA pays employees long-service benefits. From the 

date on which an employee joins the company, a provision is 

recognised for these benefits, based on the number of years 

of service, expected price and wage inflation and statistical 

severance, invalidity and mortality rates. The discount rate is 

4.5% (2011: 4.5%). 

In addition, a provision has been recognised in connection with 

the transitional arrangements relating to IZA/IZR (public sector) 

health insurance schemes for former employees that were 

agreed with the unions in 2006 covering a period of 10 years. 

89


Retirement benefits 

DELTA has transferred its retirement benefit obligations to 

pension funds in the Netherlands, primarily ABP. 

The pension contributions that DELTA pays to the pension funds 

are based on expectations regarding inflation and pay rises, the 

ageing of the workforce, mortality rates and the return on the 

plan assets. The ABP industry-wide pension fund has stated 

that there is no consistent and reliable basis for attributing 

the pension liabilities, plan assets and costs to the individual 

participating entities. DELTA consequently makes use of the 

exemption provided by IAS 19 to treat the defined benefit plan 

as a defined contribution plan. 

Retirement benefit obligations at Indaver 

Indaver provides a defined benefit plan for the employees of the 

Indaver holding company and some subsidiaries that were part 

of the Indaver group before 31 December 2007. This concerns 

two plans contracted with various insurance companies. 

Indaver also operates unfunded defined benefit plans for the 

employees of Indaver Deutschland GmbH in Germany. For new 

employees who have joined the holding company and some 

subsidiaries in Belgium since 1 January 2008, as well as for the 

employees of Indaver Ireland, Indaver also provides defined 

contribution plans. 

On the above basis, Indaver has the following long-term 

pension liabilities: 

(x EUR 1,000) 

31-12-2012 31-12-2011 

Pension liabilities 22,158 21,869 

Total Pension liabilities 22,158 21,869 

The current portion of the pension liabilities relating to Indaver, 

amounting to EUR 1.0 million (2011: EUR 1.0 million), has been 


90


Retirement benefit provisions at Indaver 

(x EUR 1,000) 

31-12-2012 31-12-2011 

Belgium Germany Belgium Germany 

1. Net liability 

Present value of defined benefit obligation 31,460 15,594 24,189 12,877 

Fair value of plan assets (20,779) - (19,922) - 

Present value of net obligation 10,681 15,594 4,267 12,877 

Unrecognised past service cost - - - - 

Actuarial gains and losses 111 (4,018) 6,313 (1,526) 

Defined benefit plan based on simple actuarial calculations 268 483 175 759 

Net liability on the face of the balance sheet 11,060 12,059 10,755 12,110 

2. Movements in present value 

Opening defined benefit obligation 24,189 12,877 21,908 13,543 

Constributions by employer 1,714 254 1,579 329 

Interest cost 1,258 688 1,031 651 

Actuarial gains and losses 5,836 2,520 1,007 (765) 

Contributions by employees 260 - 263 - 

Costs paid (55) - (55) - 

Insurance premiums paid (284) - (272) - 

Benefits paid (1,433) (663) (1,267) (881) 

Net transfer in/out - (82) - - 

Curtailments and settlements (25) - (5) - 

Other - - - - 

Closing defined benefit obligation 31,460 15,594 24,189 12,877 

3. Movements in fair value 

Opening fair value of plan assets 19,922 - 19,136 - 

Expected return 1,106 - 967 - 

Actuarial gains and losses (174) - (224) - 

Contributions by employer 1,415 - 1,379 - 

Contributions by employees 261 - 263 - 

Expenses paid (55) - (55) - 

Premiums paid (284) - (272) - 

Benefits paid (1,433) - (1,267) - 

Settlements (13) - (4) - 

Business combinations 34 - (1) - 

Closing fair value of plan assets 20,779 - 19,922 - 

4. Retirement benefit costs 

Current service cost 1,714 270 1,579 329 

Interest cost 1,258 688 1,031 651 

Expected return on plan assets (1,106) - (967) - 

Actuarial gains and losses (193) - (269) - 

Other - 12 - 57 

Net benefit expense recognised in staff costs 1,673 970 1,374 1,037 

5. Actuarial valuation assumptions 

Employee benefit plan obligations 

Discount rate 4.3% 4.3% 5.5% 5.5% 

Expected return 4.3% - 5.5% - 

Future pay rises 3.5% 2.0% 3.5% 1.8% 

Increases in medical expenses 2.0% 2.0% 2.0% 2.0% 

6. Actual return on fund investments 

The actual return on fund investments in 2012 was EUR 0.9 million (2011: EUR 0.7 million.) 

91


10. Movements in long-term debt 

(x EUR 1,000) 


Carrying amount as at 1 January 610,907 482,474 

Loans drawn down 239,331 171,612 

Movements in cross-border leases (338) 3,100 

Repayments (358,995) (46,279) 

490,905 610,907 

Current portion (61,818) (22,301) 

Total long-term debt 429,087 588,606 

The liabilities include bank borrowings. The average interest rate 

on the debt as at year-end 2012 was 1.9% (2011: 2.3%). 

EUR 90.0 million of the carrying amount falls due after more than 

five years. 

Collateral amounting to EUR 1.8 million has been pledged as 

security for the negative fair value of interest-rate swaps entered 

into in previous years by Indaver Deutschland. 

DELTA has a bilateral standby credit facility amounting to EUR 

500 million with five banks. No security has been provided for 

this facility. 

In 2012, refinancing of amounts drawn under this credit facility 

was done through private placements with a medium to long 

term to maturity, for an amount of EUR 180 million. 

11. Other non-current liabilities 

(x EUR 1,000) 

31-12-2012 31-12-2011 

Deferred tax liabilities 51,939 57,470 

Deferred revenue 77,286 70,999 

Indaver put option 152,277 - 

Other non-current liabilities 25,414 25,472 

Total other non-current liabilities 306,916 153,941 

92


The deferred tax liability arises mainly from past acquisitions. 

When an equity interest is acquired, the acquired property 

plant and equipment and intangible assets are recognised 

at fair value. Fair value adjustments are not tax-allowable, 

necessitating the recognition of a deferred tax liability in 

connection with the adjustment to fair value of the acquired 

assets. The amount of the tax liability decreases at the same rate 

as the fair value adjustments are written down, except for the fair 

value adjustments on land. 

Equally, additions to provisions lead to a deferred tax asset. 

The movement of the tax asset is dependable on the utilised 

provisions. 

The deferred tax liability is attributable to: 

(x EUR 1,000) 

31-12-2012 31-12-2011 

Intangible assets 2,943 4,014 

Property, plant and equipment 47,975 51,399 

Other 1,021 2,057 

Total 51,939 57,470 

In 2007, DELTA increased its interest in Indaver to 75%. A put 

option was given to the shareholder holding the remaining 25%. 

This put option can be exercised between the end of the fifth year 

and the end of the seventh year after the close of 2007; the put 

option is recognised in non-current liabilities and is measured at 

fair value as at 31 December. 

Profit attributable to non-controlling interests has been added to 

the value of the put option. 

The exercise price of the option is determined based on the 

discounted cash flow method, and various estimates are 

discussed. Management has based the cash flow projections on 

the business plans for the years 2013-2015 and in some cases for 

a longer timeframe. 

After the period that this covers, a perpetual series is used. 

This takes into account the available information regarding 

market developments. No extrapolations have been used that 

have growth rates in excess of inflation. 

For this reason, DELTA uses a bandwidth when determining the 

fair value of the put options. The valuation as at the balance 

sheet date falls within this bandwidth. 

Deferred revenue relates to payments already received in respect 

of waste which still has to be processed by Indaver. In both 

2012 and 2011, the deferred revenue was aggregated with the 

contributions received from third parties for new capital projects 

(in accordance with IFRIC 18). 

Movements in other non-current liabilities 

(x EUR 1,000) 



Released deferred tax liability (recognised in profit or loss) (5,530) (3,793) 

Other movements in deferred tax liabilities - (1,425) 

Movement in deferred tax position (5,530) (5,218) 

Released deferred revenue (recognised in profit or loss) (8,143) (8,666) 


Change in Indaver put option 152,277 (138,913) 

Other movements (59) 2,925 

Total other non-current liabilities 306,916 153,941 

93


12. Current liabilities 

(x EUR 1,000) 

31-12-2012 31-12-2011 


Current tax liabilities 10,218 9,148 

Other current tax liabilities 63,196 50,043 


Work in progress for third parties 3,603 - 

Current portion of provision 12,254 15,876 

Current portion of long-term debt 61,818 22,301 

Put option Indaver - 146,511 

Accruals and deferred income 71,202 78,270 

Other current liabilites 133,020 247,082 


Total current liabilities (excluding derivatives) 645,491 726,360 

The ‘Other current tax liabilities’ are for the most part sales 

tax that is still to be paid. In addition, the current tax liabilities 

include liable payroll tax and social security contributions, 

corporation tax and energy taxes that are payable. 

Repayments on long-term loans and withdrawals from provisions 

that are planned for 2013 have also been included under ‘Current 

liabilities’ (in addition to the other payables and accruals). 

As explained for the non-current liabilities, the put option that 

the minority shareholders of Indaver hold has been moved from 

short-term to long-term liabilities, as a result of the change in the 

term during which they may be exercised. 

94


Commitments and contingent liabilities 

A summary of the off-balance sheet rights and obligations is 

given below, insofar as they exceed EUR 5 million. 

A. Operational 

DELTA Energy B.V. trading portfolio 

DELTA’s risk management policy aims to actively control the 

risk exposures connected with production assets and long-term 

procurement contracts. Positions arising from trading activities 

are controlled through a strict system of limits, using both 

financial and energy derivatives, including swaps and options. 

The sales contracts in the portfolio relate to energy supplied 

to end users and trading partners and associated financial 

instruments. The value of the 2012 sales contracts at the end of 

the reporting period was EUR 1,040 million 

(2011: EUR 1,068 million). 

Procurement contracts in the portfolio relate to production 

and purchasing agreements with trading partners and 

associated contracts for financial instruments. The value of 

the procurement contracts as at the balance sheet date was 

EUR 3,238 million (2011: EUR 3,751 million). The value of the 

financial instruments is determined on the basis of market 

values derived from transactions contracted in the physical 

commodities trade. 

Stock CO 2 

-rights 

DELTA has neither used nor sold CO 2 

emission rights for energy 

production acquired in 2012. 

Long-term waste processing contracts 

Indaver has entered into various long-term contracts for 

processing waste. They are covered by payments upfront, 

which have been recognised in the balance sheet (2012: EUR 

44.8 million; 2011: EUR 48.9 million). 

In some cases, the client has been given a put option conferring 

the right to sell some of the rights concerned back to Indaver. 

No liability has been recognised in respect of these put 

options since exercise of the options is not considered to be a 

probability. 

Investment commitments 

As at year-end 2012, the company had outstanding financial 

commitments totalling approximately EUR 90.0 million (2011: 

EUR 59.9 million). These commitments relate chiefly to capital 

projects under construction. 

Borssele covenant 

In 2006, a covenant was agreed with the central government 

on the extension of the service life of the nuclear power station 

until 2033. As part of the covenant, agreements were also 

reached on the efforts that DELTA (and Essent) would make to 

address and provide technical and financial support for new 

renewable energy developments. In addition to their interests 

in Sustainable Energy Technology (SET) Fund C.V., these 

commitments include investments in Additional Innovative 

Projects. In 2012, a stake was acquired in Sustainable Energy 

Technology (SET) Fund II C.V. 

Cross-border lease on waste incineration plant 

On 17 August 1999, Indaver entered into a cross-border lease 

with an American investor for the use of lines 1 and 2 of the 

incinerator plant in Doel. The initial lease term was 25.4 years, 

with an option of a maintenance contract for a further 13 years. 

Under the terms of the lease, Indaver received an amount 

of USD 135 million and placed USD 129.4 million on deposit 

on the date of inception of the contract. On the strength of 

this deposit, a payment agreement covering the cost of the 

lease almost entirely was concluded with banks enjoying a 

high credit rating. In 2011, an additional bank guarantee was 

provided on behalf of the American counterparty. 

95


B. Collateral and guarantees 

DELTA has issued and received the following financial collateral 

to guarantee transactions entered into: 

(x EUR 1,000) 

Collateral granted 

Term in years 

< 1 year 1 – 5 years > 5 years Total 

Collateral granted for associates and joint ventures 26,824,4 20,797,6 7,506,0 55,128,0 

Other collateral granted 91,841,7 10,731,0 48,213,7 150,786,4 

Total collateral granted 118,666,1 31,528,6 55,719,7 205,914,4 

Collateral received 

Term in years 

< 1 year 1 – 5 years > 5 years Total 

Collateral received for associates and joint ventures - - - - 

Other collateral received 52,760,6 9,134,7 121,167,4 183,062,7 

Total collateral received 52,760,6 9,134,7 121,167,4 183,062,7 

Principal collateral granted 

DELTA has given guarantees totalling EUR 22.3 million to 

the Zeeland provincial authority in respect of the financial 

obligations connected with the capping of the Koegorspolder 

and Noord- en Midden Zeeland landfill sites. DELTA has also 

given guarantees totalling EUR 24.6 million to the Zuid- 

Holland provincial authority for the cost of capping the Derde 

Merwedehaven landfill site in Dordrecht. In addition, DELTA 

issued a guarantee for the construction of the Kreekraksluis 

wind farm for the sum of EUR 31.9 million. 

Indaver has also issued a number of bank guarantees, totalling 

EUR 88.8 million, of which EUR 51.9 million related to the 

transportation and treatment of waste streams and 

EUR 36.9 million to a cross-border lease that was signed in the 

past. 

Indaver has also underwritten the bank loans contracted by the 

joint venture Sleco Centrale, which totalled 

EUR 25.0 million as at 31 December 2012. 

Principal collateral received 

Of the collateral received, an amount of EUR 141.6 million 

relates to bank guarantees received in connection with DELTA’s 

trading activities. 

Indaver has received bank guarantees from customers and 

suppliers totalling EUR 18.8 million. 

96


C. Lawsuits and claims 

Unbundling plan – Independent Network Management Act 

(WON) 

The Minister approved the plan to unbundle the company on 

2 December 2009. However, on 22 June 2010, the Court in 

The Hague declared parts of the unbundling act non-binding. 

In the light of this judgement, the unbundling did not go 

ahead, although the conditions stipulated by the Minister 

have been complied with as far as possible and necessary. 

The government took the case to the Supreme Court in an 

attempt to get the decision overturned. On 24 February 2012, 

the Supreme Court referred the case to the European Court 

of Justice in Luxembourg. On 14 January 2013, parties gave a 

verbal presentation of the case before the Court. The ruling 

of the European Court is not expected to follow before the end 

of 2013. After the judgement of the European Court, the case 

will be referred back to the Supreme Court. 

Court cases 

Legal proceedings have been initiated against DELTA by a 

former non-controlling shareholder in a subsidiary with a claim 

for compensation for alleged losses from DELTA. A ruling has 

been made that is completely in favour of DELTA. Meanwhile, 

an appeal has been lodged by the other party. 

97


Notes to the consolidated income statement 

13. Revenue 

(x EUR 1,000) 


Electricity trade and supply 1,083,693 1,001,782 

Gas trade and supply 337,217 423,692 

Electricity and gas transport 112,417 105,188 

Cable, internet and telecommunications 75,076 72,216 

Waste management and environmental services 504,633 498,882 

Other revenue 58,757 83,339 

Total revenue 2,171,793 2,185,099 

Revenue from gas and electricity supplies to domestic and 

small-business users are partly estimated, as staggered meter 

readings are taken throughout the year. 

Trading volumes in the energy segment increased, despite the 

loss of several large customers through bankruptcies. Waste 

processor Indaver achieved a turnover of more than EUR 500 

million for the first time. Loyal customer relations, the high 

capacity utilisation of the facilities and the commissioning of 

the new incinerator for medical waste in Antwerp contributed 

to the positive development. The introduction of new services 

and the increase in the share of digital TV viewers meant that 

revenue in the cable segment rose by 4%. 

Turnover can be broken down geographically as follows: 

(x EUR 1,000) 

Revenue per country 


The Netherlands 1,412,659 1,285,637 

Belgium 204,651 220,375 

Great Britain & Ireland 354,836 265,257 

Germany 168,109 271,762 

Other EU 28,708 142,068 

Outside EU 2,830 - 

Total 2,171,793 2,185,099 

The revenue per country is made up entirely of external 

revenue. Revenue outside the Netherlands has been 

realised almost entirely in the Energy and Waste Management 

segments. 

98


14. Cost of sales 

17. Third-party services, materials and other 

external charges 

Part of the electricity requirement was purchased from the 

related parties EPZ, the Sloe power station, Elsta and BMC 

Moerdijk, in which DELTA has an equity interest. This electricity 

is mainly procured on a cost-plus basis. 

(x EUR 1,000) 


Third-party work and services 165,428 167,045 

Consumption of materials 55,648 56,562 

Other external charges 19,786 19,164 

Total 240,862 242,771 

15. Other gains and losses 

Other gains and losses consist chiefly of payments received for 

third-party services. 

16. Fair value gains and losses on the trading 

portfolio 

DELTA uses derivatives to hedge price and currency risks 

arising from energy commodity contracts (electricity, gas, 

coal and oil). DELTA uses cash flow hedging for this purpose, 

contracting hedging instruments to offset the exposure 

to variations in existing and future cash flows that could 

ultimately affect the results. 

The hedges are attributed to a specific risk relating to an item 

in the balance sheet or a highly probable forecast transaction. 

The effective portion of the fair value gain or loss on the hedge 

reserve is recognised directly in hedge reserves in equity. 

The cumulative amounts recognised in equity are taken to 

the income statement in the same period as the hedged 

transaction. 

The portion of the gain or loss on the contract portfolio that is 

not hedged by means of hedging instruments (the non-effective 

hedges) is recognised in the income statement as a fair value 

gain or loss. 

A large part of the external charges is related to the operations 

of Indaver. The costs of materials used by Indaver amounted 

to EUR 52.9 million in 2012, costs for third-party services 

amounted to EUR 97.0 million and other external charges 

totalled EUR 6.2 million. 

The other third-party work and services largely concerns costs 

connected with the electricity, gas and digital infrastructure. 

Also included in third-party work and services are ICT costs. 

Energy market price movements in 2012 resulted in a net loss 

on the fair value of the portfolio of contracts amounting to 

EUR 1.4 million, of which approximately EUR 5.0 million has 

been recognised in income and approximately EUR 3.6 million 

has been recognised directly in equity. 

99


18. Staff costs 

(x EUR 1,000) 


Salaries 155,869 156,184 

Social securities contributions 25,643 24,631 

Pension charges 17,095 16,420 

Other staff costs 11,851 16,516 

Staff costs 210,458 213,751 

Capitalised staff costs (6,404) (2,145) 

Total 204,054 211,606 

Number of employees (FTEs) as at 31 December 2,954 2,977 

FTEs related to discontinued operations/assets held for sale 128 17 

Number of FTEs related to the above total staff costs 2,826 2,960 

Average number of FTEs (related to the above total staff costs) 2,824 2,993 

The FTEs from discontinued operations relate to DELTA Industriële 

Reiniging B.V. 

FTE average: segment 2012 

Energy + Corporate 720 

Waste management 1,478 

Grids and Networks 626 

Total 2,824 

FTE average: geographical 2012 

The Netherlands 1,618 

Foreign 1,206 

Total 2,824 

100


Remuneration of the members of the Executive Board of DELTA 

N.V. registered as directors with the Chamber of Commerce. 

The remuneration policy for the members of the company’s 

Executive Board was adopted by the General Meeting of 

Shareholders on the recommendation of the Supervisory 

Board. The underlying principle of the remuneration policy is 

that DELTA N.V. should be able to offer a sufficiently competitive 

remuneration package to attract and retain people with the 

right expertise and experience. 

The members of the Executive Board are employed on a 

permanent basis and are appointed as directors for a period 

of four years. Their contracts of employment are drafted 

accordingly and contain, in addition to a minimum period of 

notice, a clause providing for termination pay amounting to a 

maximum of one year’s salary, in conformity with the Dutch 

Corporate Governance Code. 

The Supervisory Board decides the remuneration for the 

individual Executive Board members each year. Since 2010, 

the benchmark for determining the gross fixed salaries has 

been taken as the median level in the market for company 

directors in the Netherlands, i.e. half of those in comparable 

positions (as graded by Hay) are paid less and half are paid 

more. 

The annual pay also has a variable component, which is related 

to the achievement of a number of agreed targets in the current 

year. The maximum amount of this variable remuneration is 

30% of the gross basic annual salary. Each year, the targets to 

be achieved are set by the Supervisory Board and the CEO. They 

are partly financial (net profit and cash flows) and partly in the 

form of personal targets and related to personal performance 

and contribution to the achievement of group-wide HR 

objectives. 

The Executive Board members are also covered by the pension 

plan applicable to all the company’s employees (administered 

by Stichting Pensioenfonds ABP). 

Executive Board pay 

(amounts in EUR) 

2012 R.J. Frohn (CEO) F. Verhagen (CFO) 

Gross basic annual salary 218,750 280,000 

Pension contributions by employer 60,853 64,821 

Variable remuneration - 79,125 

Total 279,603 423,946 

As of 1 June 2012, Mr Frohn was appointed CEO of DELTA N.V. 

The one-time crisis levy payable on directors’ salaries and due 

in 2012 under the ‘Elaboration of fiscal measures Act for the 

2013 Budget Agreement’ was EUR 32,672. Given the nature of 

the charge, this amount is not included in the ‘Remuneration of 

directors’ item. 

The remuneration of directors in 2011 amounted to 

EUR 1.9 million. This remuneration includes severance pay for 

the former CEO. In addition, there were four members of the 

Executive Board during part of 2011, before it was reduced to 

two members. 

101


19. Depreciation, amortisation and impairment 

(x EUR 1,000) 


Intangible assets 

Amortisation 17,111 25,894 

Impairment 298 125 

Property, plant and equipment 

Depreciation 98,451 90,232 

Impairment 23,932 7,349 

Reversal of previous impairments - (1,104) 

Third-party contributions released 

(received prior to 2009) 

(6,265) (6,665) 

Brought to result from discontinued operations (1,692) (1,829) 

Total 131,835 114,002 

The impairment of property, plant and equipment relates mainly 

to a write-down of combined heat and power (CHP) plants and 

the write-down of a transport connection to an industrial park. 

102


20. Other operating expenses 

(x EUR 1,000) 


Added to provision for bad debts 8,165 2,365 

Other operating expenses 3,003 7,125 

Added to other provisions 5,945 311 

Total other operating expenses 17,113 9,801 

The main reason for the allocation to the provision for bad 

debts was the bankruptcy of a major multi-utility customer. 

‘Other operating expenses’ includes the directors’ fees for 

members of the company’s Supervisory Board. 

The additions to the ‘Other provisions’ relate mainly to 

additions to provisions for onerous contracts. 

Remuneration of the Supervisory Board 2012 

With effect from 1 January 2011, the Supervisory Board has been 

made up of the chairman and four members. The remuneration 

amounts to annual fees of: 

Chairman 

EUR41,000,- 

Ordinary member EUR 25,600,- 

Audit Committee member EUR 5,200,- 

As of 1 June 2012, Mr Frohn was appointed CEO of DELTA N.V. 

and consequently resigned from the Supervisory Board. This 

vacancy had not been filled by the end of year. 

The total remuneration of the members of the Supervisory 

Board amounted to EUR 169,000 in 2012, of which EUR 27,500 

was a consultancy fee for a former commissioner. 

In 2011, the total remuneration came to EUR 153,000. 

103


21. Share in the profit of joint ventures and associates 

This concerns the results attributable to DELTA from its 

interests in joint ventures and investments in associates. 

In 2012 the share in the profit of joint ventures and associates 

was EUR 78 million, which is more than in 2011. The result of 

the Evides participation also had a one-off income item, thus 

leaving its profits at the same level as in 2011. 

In 2012, a gain was made on the sale of the stake in N.V. KEMA. 

However, 2012 was the first full year that the amortisation of 

the fair value of the additional 20% stake in EPZ acquired in the 

year before, was partially written down. 

The result of Sloe Centrale was better in 2012 than in 2011, inter 

alia because of payouts on claims submitted in the past to an 

insurance company. 

104


22. Net finance income (expense) 

(x EUR 1,000) 


External finance income 3,562 5,669 

External finance expense (22,408) (23,727) 

Interest added to provisions (9,977) (3,716) 

Other finance income (expense) (1,473) (2,790) 

(30,296) (24,564) 

Capitalised interest 513 249 

Total finance income (expense) (29,783) (24,315) 

The interest expenses were EUR 22.4 million, EUR 1.3 million 

less than in 2011. This is mainly due to lower debt in 2012. 

The higher interest addition to provisions is due to the 

provisions set aside in 2011 for onerous contracts. This will 

mean a higher level of interest additions in the coming years 

too. 

The interest rate applied for the capitalisation of constructionperiod 

interest in 2012 was 1.9% (2011: 2.3%). 

105


23. Corporate income tax 

(x EUR 1,000) 

Corporate income tax 


Current corporate income tax liability (5,995) (10,944) 

Movements in deferred tax assets and liabilities (7,204) (24,772) 

Total tax (13,199) (35,716) 

Of which reported under discontinued operations 702 (175) 

Tax expense recognised in profit or loss (13,901) (35,541) 

Effective tax burden (including discontinued operations) 12.8% 28.3% 

Current corporate income tax liability 

The reconciliation of the profit before tax and the actual taxable amount with the resulting tax burden, is as 

follows: 

Result before corporate income tax (including discontinued operations) 103,395 126,421 

Substantial-holding privilege (133,545) (237,255) 

EIA/MIA schemes - (1,857) 

Temporary differences connected with the carrying amounts of assets and provisions (incl, VAMIL) 3,695 60,515 

Other differences 646 458 

Taxable amount, Netherlands (25,809) (51,718) 

Standard tax rate in the Netherlands as from 2011 25.00% 25.00% 

Tax for the year - - 

Adjustment for prior years 1,890 (728) 

Tax paid by subsidiaries outside the Netherlands (7,885) (10,216) 

Current corporate income tax liability (5,995) (10,944) 

Movements in deferred tax assets and liabilities 

The tax income results from differences between the reported profit and the profit calculated for tax purposes 

plus utilisation of tax loss carryforwards. 


Applicable tax loss carryforwards 6,452 12,186 

Temporary differences (4,493) (20,480) 

Movements in deferred tax for deductible tax losses (10,757) (19,041) 

Adjustment for prior years 1,594 440 

Movements in tax provisions recognised by subsidiaries (including outside the Netherlands) - 2,123 

Movements in tax provisions (7,204) (24,772) 

Consolidated statement of changes in equity 

Deferred tax assets related to items recognised directly in equity: 

Fair value gains and losses on hedges (1,408) (16,098) 

(1,408) (16,098) 

106


24. Assets held for sale and discontinued operations 

On 6 March 2012, the Executive Board decided that the 

activities of DELTA Industriële Reiniging B.V. no longer belonged 

within the DELTA Group. The sale of the operations took effect 

on 1 February 2013. 

In November 2011, the management of DELTA decided to sell the 

group companies Triqua B.V. and DELTA MBR B.V. 

On 14 December 2012, transfer of the assets/liabilities of 

Triqua B.V. was completed. The shares in DELTA MBR B.V. were 

transferred. 

In addition, the ‘Discontinued operations’ item includes some 

costs and revenues relating to DELTA Biovalue B.V. (liquidated 

as of 14 December 2010), Solland Solar (sold in July 2011), the 

operations of Sunergy Investco B.V., and the associates Fesil 

Sunergy AS and AS Solsilc Development Company that were 

sold in 2012. 

These developments led to the recognition, in the income 

statement, of all the consequent financial implications as profit 

after tax from discontinued operations and, in the balance 

sheet, as assets/liabilities held for sale. 

24.1 Income statement 

The combined effect of the above activities on the income 

statement is as follows: 

24.2 Balance sheet 

The carrying amount of the assets held for sale is presented as 

a net amount of approximately EUR 2 million in conformity with 

IFRS 5. This amount is an estimate of the selling price less costs 

to sell. 

Both assets and liabilities held for sale mainly relate to the 

settlement of DELTA Industriële Reiniging B.V. on 1 February 

2013. 

24.3 Cash flow statement 

The following amounts have been included in the consolidated 

cash flow statement of DELTA N.V. in respect of of the above 

activities. 

In total, the cash flow from operating activities relating 

to discontinued operations is approximately EUR 1 million 

negative. These expenditures are accounted for in other 

movements. 

The cash flow from other receivables/payables includes the 

payments made out of the provision recognised as at year-end 

2011. The total amount is approximately EUR 2 million negative. 

(x EUR 1,000) 


Profit before tax (2,087) (11,490) 

Tax 702 (175) 

Profit after tax (1,385) (11,665) 

The bulk of the negative result from discontinued operations 

in 2012 is attributable to DELTA Industriële Reiniging B.V., 

whereas Triqua B.V./DELTA MBR B.V. and also Sunergy made 

positive contributions in 2012. 

107


Notes to the consolidated cash flow statement 

The statement of cash flows has been prepared in accordance with the indirect method. As some items in the income statement 

and the balance sheet do not generate direct cash flow effects, the cash flow for these items has been neutralised. This essentially 

concerns three items: 

Treatment of derivatives 

Fair value gains and losses on the trading portfolio lead to current and non-current movements on both the assets and the liabilities 

sides of the balance sheet. Some of these gains and losses are also included in the operating result and some in the hedge reserve, 

forming part of group equity. However, none of these movements results directly in cash flow. For this reason, all movements are 

included in the operating cash flow, with positive and negative movements cancelling each other out. 

Share in profits of joint ventures and associates 

Not all of the share in the profits of joint ventures and associates is distributed as dividends; the undistributed portion results in an 

increase in the equity of the company concerned and therefore in a change in the amount of the financial assets recognised on the 

face of DELTA’s balance sheet. Consequently, only the actual dividend receipts are recognised in the cash flow. 

Corporate income tax 

The profit after tax takes account not only of the corporate income tax payable on the profit before tax but also of the deferred tax 

assets and liabilities resulting from the agreement with the Dutch Tax Administration concerning the opening balance sheet for tax 

purposes in 1998. As movements in deferred tax do not lead to actual cash flow, movements in deferred tax assets and liabilities 

have been eliminated in the cash flow. 

The cash flow from operating activities was higher than in 2011. In 2012, the working capital position was improved due to targeted 

control. The operating cash flow item ‘Other changes’ includes expenditure - insofar as this had not been provided for at the end 

of 2011 - for the discontinued operations, especially for DELTA Industriële Reiniging B.V., Triqua/DELTA MBR B.V. and Sunergy. The 

changes in ‘Other receivables / payables’ includes expenditure that had been provided for at the end of 2011. These amounts are a 

negative EUR 1 million and a negative EUR 2 million respectively. In 2011, the cash flow from discontinued operations was a negative 

EUR 35 million. 

Capital expenditure on tangible and intangible fixed assets was lower in 2012 than in 2011. There was a restrictive policy in place 

with regard to investments. In addition, the sale of the shares of N.V. KEMA and miscellaneous assets ensured a cash inflow. 

Becase of the positive balance of operating and investing cash flows, external loans could be repaid in 2012. Moreover, a dividend 

of EUR 40 million was paid to the shareholders. 

108


Post-balance-sheet events 

There were no events after the balance sheet date. 

109


Consolidated companies 

Company 

Headquarters 

DELTA’s interest 1) 

31-12-2012 31-12-2011 

DELTA Infra B.V. Middelburg 100% 100% 100% 

Zeeuwse Netwerkholding N.V. Middelburg 100% 100% 100% 

DELTA Netwerkbedrijf B.V. Middelburg 100% 100% 100% 

DELTA Energy B.V. Middelburg 100% 100% 100% 

DELTA Ficus Holding B.V. Middelburg 100% 100% 100% 

DELTA Pipe B.V. Middelburg 100% 100% 100% 

Deltius B.V. Ritthem 100% 100% 100% 

Windpark Kreekraksluis B.V. Middelburg 100% 100% 100% 

DELTA Tolling Sloe B.V. Middelburg 100% 100% 100% 

DELTA Saefthinge N.V. Doel, Belgium 99.9% 99.9% 99.9% 

Limo Energie Nederland B.V. Middelburg 100% 100% 100% 

Litro Energie Nederland B.V. Middelburg 100% 100% 100% 

DELTA Comfort B.V. Middelburg 100% 100% 100% 

DELTA Kabelcomfort Netten B.V. Middelburg 100% 100% 100% 

ZeelandNet B.V. Kamperland 100% 100% 100% 

Voting 

rights 

Internetservices Zeeland B.V. Kamperland n/a 100% n/a 

Internetplatform Zeeland B.V. Kamperland n/a 100% n/a 

DELTA Energy Belgium N.V. Doel, Belgium 99.9% 99.9% 99.9% 

DELTA Industriële Reiniging B.V. Bergen op Zoom 100% 100% 100% 

DELTA Investerings Maatschappij B.V. Middelburg 100% 100% 100% 

DELTA Onroerend Goed Ontwikkelingsmaatschappij B.V. Middelburg 100% 100% 100% 

Stichting DELTA Zeeland Fonds Middelburg 100% 100% 100% 

DELTA Development & Water B.V. Middelburg 100% 100% 100% 

DELTA MBR B.V. Middelburg n/a 100% n/a 

Triqua B.V. Wageningen 100% 100% 100% 

DELTA Biovalue B.V. (declared bankrupt) Eemshaven 100% 100% 100% 

DELTA Biovalue Nederland B.V. (declared bankrupt) Eemshaven 100% 100% 100% 

DELTA Biopat B.V. (declared bankrupt) Eemshaven 100% 100% 100% 

DELTA Solar B.V. Middelburg 100% 100% 100% 

Sunergy Investco B.V. Middelburg 100% 100% 100% 

Solsilc Development Company AS Norway n/a 60% n/a 

1) Shareholding of the parent company in the entity 

110


Company 

Headquarters 


31-12-2012 31-12-2011 

Indaver N.V. Belgium 75% 75% 75% 

Indaver Participaties N.V. Belgium 99.9% 99.9% 99.9% 

Indaver Logistics N.V. Belgium 99.9% 99.9% 99.9% 

Indaver Medical Services N.V. Belgium 99.9% 99.9% 99.9% 

Indaver Italia S.R.L. Italy 100% 100% 100% 

Indaver Ireland Ltd Ireland 100% 100% 100% 

Indaver Energy Ltd Ireland 100% 100% 100% 

Indaver Nederland B.V. Netherlands 100% 100% 100% 

Indaver Gevaarlijk Afval B.V. Netherlands 100% 100% 100% 

Indaver Personeel B.V. Netherlands 100% 100% 100% 

AROC B.V. Netherlands 100% 100% 100% 

DELTA Milieu B.V. Terneuzen 100% 100% 100% 

Voting 

rights 

DELTA Milieu Compost en Biomassa B.V. Terneuzen 100% 100% 100% 

DELTA Milieu Biofuels B.V. Terneuzen 100% 100% 100% 

DELTA Milieu Groencompost B.V. Terneuzen 100% 100% 100% 

DELTA Milieu Composteren B.V. Terneuzen 100% 100% 100% 

DELTA Impex B.V. ‘s-Gravenpolder 100% 100% 100% 

Zeeuwse Reinigingsdienst B.V. Terneuzen 99% 99% 99% 

DELTA Milieu Verwerking B.V. Terneuzen 100% 100% 100% 

DELTA Milieu Recycling B.V. Terneuzen 100% 100% 100% 

Perex B.V. Terneuzen 100% 100% 100% 

DELTA Milieu Afvalbergingen B.V. Terneuzen 100% 100% 100% 

Derde Merwedehaven B.V. Terneuzen 100% 100% 100% 

Stortplaats Koegorspolder B.V. Terneuzen 100% 100% 100% 

Stortplaats Noord en Midden Zeeland B.V. Terneuzen 100% 100% 100% 

DELTA Milieu Verbranding & Handel B.V. Terneuzen 100% 100% 100% 

Depmer B.V. Terneuzen 100% n/a 100% 

DELTA Milieu Personeel B.V. Terneuzen 100% 100% 100% 

Indaver Portugal SA Portugal 100% 100% 100% 

Indaver Schweiz AG Switzerland 100% 100% 100% 

Indaver UK Ltd UK 100% 100% 100% 

Indaver Deutschland GmbH Germany 51% 51% 51% 

SAV Zweite Beteiligungs GmbH & Co. KGHIM GmbH Germany 94.90% 94.90% 94.90% 

AVG Abfall-Verwertungs-Gesellschaft GmbH Germany 99.74% 99.74% 99.74% 

Gareg Umwelt-Logistik GmbH Germany 100% 100% 100% 

HIM GmbH Germany 93.83% 93.83% 93.83% 

Frassur GmbH Umweltschutz-Dienstleistungen Germany n/a 100% n/a 

Panse Wetzlar Entsorgung GmbH Germany 100% 100% 100% 

AVA Abwasser- und Verwertungsanlagen GmbH Germany n/a 100% n/a 

1) Shareholding of the parent company in the entity 

111


Non-consolidated companies 

Company 

Headquarters 


31-12-2012 31-12-2011 

Voting 

rights 

Joint Ventures 

DELTA Infra B.V. 

vof Diepp Etten-Leur n/a 50.00% n/a 

DELTA Energy B.V. 

N.V. EPZ Borssele 70.00% 70.00% 70.00% 

Sloewind B.V. Middelburg 50.00% 50.00% 50.00% 

Windpark Distridam vof Terneuzen 50.00% 50.00% 50.00% 

PVNed Holding B.V. Middelburg 50.00% 50.00% 50.00% 

PVNed B.V. Middelburg 100.00% 100.00% 100.00% 

Arbel N.V. (Belgium) Mechelen, Belgium 99.90% 99.90% 99.90% 

BMC Moerdijk B.V. Moerdijk 50.00% 50.00% 50.00% 

Sloe Centrale Holding B.V. Vlissingen 50.00% 50.00% 50.00% 

Sloe Centrale B.V. Vlissingen 100.00% 100.00% 100.00% 

Sloe Centrale 3 B.V. Middelburg 50.00% n/a 50.00% 

Windpark Kloosterboer B.V. Middelburg 50.00% n/a 50.00% 

DELTA Industriële Reiniging B.V. 

Vedis Reiniging B.V. Terneuzen 50.00% 50.00% 50.00% 

DELTA Mourik Industrial Services (DEMIS) vof Terneuzen 50.00% 50.00% 50.00% 

Indaver N.V. 

Sleco-Centrale N.V. Belgium 50.00% 50.00% 50.00% 

Svex N.V. Belgium 50.00% 50.00% 50.00% 

Wips N.V. Belgium 50.00% 50.00% 50.00% 

HIM GmbH 

Gesellschaft fur die Verwertung 

von Sonderabfallen mbH& Co. KG 

Germany 50.00% 50.00% 50.00% 

DELTA Milieu Verbranding & Handel B.V. 

Depmer B.V. Dordrecht n/a 50.00% n/a 

DELTA Milieu Afvalbergingen B.V. 

Zeeuwgrond B.V. Nieuwdorp 50.00% 50.00% 50.00% 

DELTA Milieu Biofuels B.V. 

Ecofuels B.V. Well 50.00% 50.00% 50.00% 

Laarakker Landbouw B.V. Well 100.00% 100.00% 100.00% 

DELTA N.V. 

Evides N.V. Rotterdam 50.00% 50.00% 50.00% 

Elsta B.V. Middelburg 25.00% 25.00% 25.00% 

Elsta B.V. & Co C.V. Middelburg 24.75% 24.75% 24.75% 

DELTA/Essent Lighting vof Goes n/a 50.00% n/a 

Associates 

DELTA Netwerkbedrijf B.V. 

Zebra GasNetwerk B.V. Middelburg 33.33% 33.33% 33.33% 

Zebra Activa B.V. Middelburg 100.00% 100.00% 100.00% 

Zebra Pijpleiding vof Middelburg 33.33% 33.33% 33.33% 

Entrade Pipe B.V. Vught 100.00% 100.00% 100.00% 

Zebra Pijpleiding vof Middelburg 66.67% 66.67% 66.67% 

112 1) Shareholding of the parent company in the entity


Company 

Headquarters 


31-12-2012 31-12-2011 

Voting 

rights 


Windpark Neeltje-Jans B.V. Veere 40.00% 40.00% 40.00% 

Windpark Zeeland 1 B.V. Vlissingen/Kapelle-Schore 40.00% 40.00% 40.00% 

NPG Willebroek N.V. Antwerpen, Belgium 49.00% 49.00% 49.00% 

WT I B.V. Amersfoort 40.00% n/a 40.00% 

DELTA N.V. 

Sunergy Investco B.V. 

Fesil Sunergy AS Noorwegen n/a 49.00% n/a 

Partners Vliegveld Zeeland B.V. Middelburg 40.91% 40.91% 40.91% 

Zeeland Airport B.V. Middelburg 46.00% 46.00% 46.00% 

Indaver N.V. 

IHM cvba Belgium 30.00% 30.00% 30.00% 

Ibogem cvba Belgium 35.12% 35.12% 35.12% 

Intercommunale vereniging Verko N.V. Belgium 39.90% 39.90% 39.90% 

Ecowest N.V. Belgium 42.61% 42.61% 42.61% 

Indaver Participaties N.V. 

Sita Decontamination Services N.V. Belgium 26.00% 26.00% 26.00% 

Ecov N.V. Belgium 50.00% 50.00% 50.00% 

Ivago cvba Belgium 50.00% 50.00% 50.00% 

N.V. Brussel Compost Belgium 40.00% 40.00% 40.00% 

DELTA Milieu B.V. 

AZN Holding B.V. Wijster 20.00% 20.00% 20.00% 

B.V. Grondbezit AVI Moerdijk Moerdijk 100.00% 100.00% 100.00% 

B.V. Grondbezit AVI Moerdijk II Moerdijk 100.00% 100.00% 100.00% 

N.V. AZN Den Bosch 100.00% 100.00% 100.00% 

Others 

DELTA Netwerkbedrijf B.V. 

Energie Data Services Nederland B.V. 1.65% 1.65% 1.65% 


Decu Beheer B.V. n/a 60.00% n/a 

Decu C.V. n/a 59.76% n/a 

DELTA N.V. 

N.V. KEMA n/a 7.60% n/a 

Synergia Capital Partners B.V. 5.00% 5.00% 5.00% 

DELTA Investerings Maatschappij B.V. 

Sustainable Energy Technology Fund C.V. 49.93% 49.93% 49.93% 

Sustainable Energy Technology Fund II C.V. 60.28% 69.65% 60.28% 

Business Park Terneuzen B.V. 15.00% 15.00% 15.00% 

Indaver N.V. 

Vlar Papier N.V. 34.96% 34.96% 34.96% 

Spanin N.V. n/a 50.00% n/a 

Ecowest N.V. 

IVIO cvba 1.50% 1.50% 1.50% 

Ivvo cvba 3.46% 3.46% 3.46% 

1) Shareholding of the parent company in the entity 113

Company financial statements 

Company balance sheet as at 31 December 2012 (before profit appropriation) 

(x EUR 1,000) 

ASSETS 

Notes 31-12-2012 31-12-2011 

Non-current assets 

Intangible assets 1 2,397 3,470 

Property, plant and equipment 2 24,584 26,681 

Financial assets 

Investments in subsidiaries 3 1,030,124 996,809 

Other investments 3 318,001 327,997 

Receivables from subsidiaries 3 - 59,567 

Loans to other investment entities 3 600 418 

Other loans 3 288 360 

Deferred tax assets 4 51,174 60,638 

1,400,187 1,445,789 

1,427,168 1,475,940 

Current assets 

Receivables from subsidiaries 127,415 115,458 

Other receivables 5 2,742 10,364 

130,157 125,822 

Cash 5,407 10,157 

Total assets 1,562,732 1,611,919 

EQUITY AND LIABILITIES 

Notes 31-12-2012 31-12-2011 

Shareholders' equity 

Shareholders' equity 6 1,052,889 1,043,039 

Profit for the year 6 81,084 82,690 

1,133,973 1,125,729 

Provisions 7 2,920 2,822 

Non-current liabilities 

Payables to subsidiaries 7,080 - 

Other non-current liabilities 8 209,805 306,533 

216,885 306,533 

Current liabilities 

Payables to subsidiaries 168,701 130,462 

Other payables 9 40,253 46,373 

208,954 176,835 


114


Company income statement 

(x EUR 1,000) 


Profit on parent company activities (36,405) (75,500) 

Share in profits of subsidiaries, joint ventures and associates 117,489 158,190 


115


Notes to the company financial statements 

DELTA N.V. is the holding company, incorporated under Dutch 

law, of a number of the subsidiaries active in the generation of 

electricity, in the transportation and supply of energy and in the 

provision of environmental and cable services. The functional 

currency is the euro. Unless otherwise stated, all amounts are 

presented in thousands of euros. 

DELTA availed itself of the option in Title 9, Book 2, of the 

Netherlands Civil Code to prepare the company financial 

statements in accordance with the IFRS accounting policies 

used in the consolidated financial statements with the 

exception of the equity-accounted subsidiaries, joint ventures 

and associates. The company income statement is presented in 

abridged form in accordance with article 402, Title 9, Book 2, of 

the Netherlands Civil Code. 

Accounting policies 

The investments in the equity of other entities are stated at net 

asset value, measured in accordance with the IFRS accounting 

policies applied in the consolidated financial statements, 

adjusted for the goodwill paid on acquisition and any 

impairment of goodwill. No account is taken of non-controlling 

interests which are recognised in the carrying amount of the 

subsidiary concerned. 

For the other accounting policies, reference is made to the notes 

to the consolidated financial statements. 

116


Notes to the company balance sheet 

1. Intangible assets 

(x EUR 1,000) 

Total Software 

2011 


Investments 688 688 

Amortisation (14,145) (14,145) 

Reclassification/other changes (11,488) (11,488) 

Carrying amount as at 31 December 3,470 3,470 

Total Software 



Investments 427 427 

Amortisation (1,500) (1,500) 


Amortisation period in years 5 

In 2011, several IT applications purchased exclusively for use by one of DELTA’s subsidiaries were transferred to the company 

concerned. The value of the assets carried on the balance sheet of DELTA N.V. was reduced and the depreciation and amortisation 

costs were accordingly lower in 2012 compared to 2011. 

117


2. Property, plant and equipment 

(x EUR 1,000) 

Total 

Land and 

buildings 

Plant and 

equipment 

Other assets 

Assets under 

construction 

Third-party 

contributions 

2011 

Carrying amount as at 1 January 27,510 18,256 6,923 1,562 1,736 (967) 

Investments - - - - - - 

Depreciation (914) (733) - (181) - - 

Disposals - - - - - - 

Other movements 85 1,585 (678) (91) (980) 249 

Carrying amount as at 31 December 26,681 19,108 6,245 1,290 756 (718) 

Carrying amount before deduction of 

27,399 19,108 6,245 1,290 756 

contributions 

Accumulated depreciation and 

97,020 25,468 51,815 19,737 

impairment 

Acquisition cost as at 31 December 124,419 44,576 58,060 21,027 756 

Total 

Land and 

buildings 

Plant and 

equipment 

Other assets 

Assets under 

construction 

Third-party 

contributions 


Carrying amount as at 1 January 26,681 19,108 6,245 1,290 756 (718) 

Investments 28 6 - 22 - - 

Depreciation (789) (658) - (131) - - 

Disposals (12) - - (12) - - 

Other movements (1,324) (455) (661) (99) (159) 50 

Carrying amount as at 31 December 24,584 18,001 5,584 1,070 597 (668) 

Carrying amount before deduction of 

25,252 18,001 5,584 1,070 597 

contributions 

Accumulated depreciation and 

97,809 26,126 51,815 19,868 

impairment 

Acquisition cost as at 31 December 123,061 44,127 57,399 20,938 597 

Depreciation periods in years 0-40 7-40 5-15 n/a 

Property, plant and equipment consists chiefly of investments in premises. There were no new investments or disposals in 2012. 

118


3. Financial assets (excluding tax assets) 

(x EUR 1,000) 

Receivables 

from 

subsidiaries 

Receivables 

from other 

investment 

entities 

Total 

Investments 

in subsidiaries 

Other 

investments 

Other 

receivables 

Carrying amount as at 31 December 2010 1,333,285 1,001,826 288,567 29,550 - 13,342 

Reversal of current portion 2,839 - - - - 2,839 

Acquisition/grant of loans (2,271) - - (3,000) 418 311 

Share in profits 158,190 114,720 43,470 - - - 

Disposals / repayments / dividends (57,307) (49,695) (26,098) 33,017 - (14,532) 

Movements in hedge reserve (77,314) (77,314) - - - - 

Other movements 27,729 7,272 22,058 (1) - (1,600) 

Carrying amount as at 31 December 2011 1,385,151 996,809 327,997 59,567 418 360 

Reversal of current portion 165 - - - 165 - 

Acquisition/grant of loans 2,280 - - 1,670 610 - 

Share in profits 117,489 52,416 65,073 - - - 

Disposals / repayments / dividends (119,214) (5,000) (52,223) (61,237) (143) (611) 

Movements in hedge reserve (8,545) (8,545) - - - - 

Other movements (28,313) (5,556) (22,846) - (450) 539 

Carrying amount as at 31 December 2012 1,349,013 1,030,124 318,001 - 600 288 

The hedge reserve decreased in 2012, solely on account of the 

related deferred tax. 

The revaluation of the investment in N.V. KEMA to fair value was 

included in the ‘Other changes’ item in 2011. 

The sale in 2012 was realised at fair value and consequently 

there was an opposite change in the ‘Other changes’ item. 

119


4. Deferred tax assets 5. Other receivables 

Deferred tax assets have arisen as a result of temporary 

differences between the carrying amount in the financial 

statements and the corresponding tax bases. Amounts are 

also included in connection with loss carryforwards. 

DELTA also recognises a hedge reserve for unrealised 

movements in the value of derivatives/trade contracts in 

accordance with IAS 39/32. 

(x EUR 1,000) 

31-12-2012 31-12-2011 

Trade receivables 717 1.835 

Total current taxes 1,109 2,972 

Derivatives - 141 

Other receivables, prepayments and 

591 4,926 

accrued income 

Current portion of long-term loans 

325 490 

granted 

Other receivables 916 5,416 

Total 2,742 10,364 

120


6. Statement of changes in equity 

(x EUR 1,000) 

Total 

Paid-up 

capital 

Statutory 

reserve 

Hedge 

reserve 

Assets held 

for sale 

Other 

reserves 

Unappropriated 

profit 

Carrying amount as at 31 December 2010 1,129,814 6,937 87,812 41,837 - 1,167,395 (174,167) 

Profit appropriation for 2010 - - - - - (174,167) 174,167 

Payment of dividend (50,000) - - - - (50,000) - 

Other movements 11,106 - (11,327) - 23,115 (682) - 

Movement in hedge reserve for energy 

derivatives 

(66,950) - - (66,950) - - - 

Movement in hedge reserve for interest 

rate derivatives 

2,971 - - 2,971 - - - 

Add: Corporate income tax effect 16,098 - - 16,098 - - - 

Net profit for 2011 82,690 - 125,522 - - - (42,832) 

Carrying amount as at 31 December 2011 1,125,729 6,937 202,007 (6,044) 23,115 942,546 (42,832) 

Profit appropriation for 2011 - - - - - (42,832) 42,832 

Payment of dividend (40,000) - - - - (40,000) - 

Other movements (36,961) - (15,700) 1 (23,115) 1,853 - 

Movement in hedge reserve for energy 

derivatives 

3,435 - - 3,435 - - - 

Movement in hedge reserve for interest 

rate derivatives 

1,965 - - 1,965 - - - 

Add: Corporate income tax effect (1,279) - - (1,279) - - - 

Net profit for 2012 81,084 - 7,126 - - - 73,958 

Carrying amount as at 31 December 2012 1,133,973 6,937 193,433 (1,922) - 861,567 73,958 

The statutory reserve comprises the undistributed profits of 

subsidiaries, joint ventures and associates. It is consequently 

not freely distributable. The hedge reserve is also not freely 

distributable inasmuch as it relates to the unrealised fair value 

gains and losses on the trading portfolio. The hedge resulting 

from assets held for sale is also not freely distributable. For 

an explanation of changes in equity, reference is made to the 

consolidated financial statements. 

In contrast to the consolidated financial statements, 

non-controlling interests in subsidiaries are deducted directly 

from the carrying amounts of the investments concerned 

(equity method). 

121


7. Provisions 

(x EUR 1,000) 

Total 

BMAP 

Employee 

benefits 

Other 

provisions 

Carrying amount as at 1 January 2011 3,372 408 2,964 - 

Reversal of current portion of provisions 5,534 650 884 4,000 

Added 260 - 260 - 

Interest added 122 8 114 - 

Released (913) - (387) (526) 

Utilised (848) (70) (778) - 

Other movements (1) (1) - - 

Carrying amount as at 31 December 2011 7,526 995 3,057 3,474 

Current portion of provisions (4,704) (400) (830) (3,474) 

Carrying amount as at 31 December 2011 2,822 595 2,227 - 

Reversal of current portion of provisions 4,704 400 830 3,474 

Added 883 - 883 - 

Interest added 97 5 92 - 

Released (2,167) - (63) (2,104) 

Utilised (1,657) (1,000) (657) - 

Other movements 57 - 57 - 

Carrying amount as at 31 December 2012 4,739 - 3,370 1,370 

Current portion of provisions (1,819) - (449) (1,370) 

Carrying amount as at 31 December 2012 2,920 - 2,920 - 

The long-term provisions consisted only of employee benefits at 

the end of 2012. 

The BMAP provision relates to a provision in connection 

with the Environmental Action Plan for Industry (BMAP). The 

environmental surcharge on electricity and gas supplies 

charged to certain groups of users in the period 1991–1999 

constitutes the basis of this provision. Remaining liabilities 

connected with activities undertaken in the past under the Plan 

are settled out of this provision. 

Following the introduction of the new health insurance system 

on 1 January 2006, the obligations underlying the provision 

for health care have changed substantially. An amount of EUR 

0.5 million of the provision formed in the past continues to be 

recognised. 

Under the terms of the collective labour agreement (CLA), 

DELTA also pays employees long-service benefits. From the 

date on which an employee joins the company, a provision is 

recognised for these benefits based on the number of years of 

service, expected price and salary inflation (averaging 2%) 

and statistical severance, invalidity and mortality rates. 

The relevant discount rate is 4.5% (2011: 4.5%). 

122


8. Non-current liabilities 

9. Other payables 

(x EUR 1,000) 



Reversal of current portion 2,301 2,157 

Loans drawn down 180,000 165,000 

Repayments (277,301) (2,157) 

Movements in interest rate swap - (2,050) 

Other movements 7,170 (499) 

218,703 308,834 

Repayments due in the current year (1,818) (2,301) 

Total 216,885 306,533 

(x EUR 1,000) 

31-12-2012 31-12-2011 


Current tax liabilities 6,731 5,571 

Derivatives - 2,107 

Current portion of non-current 

1,818 2,301 

liabilities 

Current portion of provisions 1,819 4,704 

Accruals and deferred income 13,346 14,998 

Total other payables 16,983 22,003 



The other payables include the current portion of the 

provisions, the current portion of borrowings and outstanding 

supplier accounts. The current tax liabilities include VAT and 

energy tax payable. 

123


Commitments and contingent liabilities 

403 Declarations 

DELTA N.V. has filed a statement with the Chamber of Commerce 

as required by the provisions of Section 403, Book 2, of the 

Netherlands Civil Code assuming joint and several liability for 

any debts arising from the legally binding transactions of any of 

the following subsidiaries as at balance sheet date: 

• DELTA Comfort B.V. 

• DELTA Energy B.V. 

• DELTA Ficus Holding B.V. 

• DELTA Infra B.V. 

• DELTA Kabelcomfort Netten B.V. 

• DELTA Onroerend Goed Ontwikkelingsmaatschappij B.V. 

• DELTA Pipe B.V. 

• DELTA Tolling Sloe B.V. 

• DELTIUS B.V. 

• LIMO Energie Nederland B.V. 

• LITRO Energie Nederland B.V. 

• ZeelandNet B.V. 

Given the filing of this statement and the declarations of 

agreement on the part of the shareholders filed annually 

with the Chamber of Commerce, these companies are exempt 

from using the prescribed format in preparing their financial 

statements. 

DELTA N.V. forms a tax group with some of its subsidiaries. 

On that basis, DELTA N.V. is jointly and severally liable for the 

various tax liabilities of those companies. 

Put options 

DELTA has issued put options to the non-controlling 

shareholders of Indaver. 

Unbundling plan – 

Independent Network Management Act (WON) 

The Minister approved the plan to unbundle the company on 

2 December 2009. However, on 22 June 2010, the Court in The 

Hague declared parts of the unbundling act non-binding. In 

the light of this judgement, the unbundling did not go ahead, 

although the conditions stipulated by the Minister have 

been complied with as far as possible and necessary. The 

government took the case to the Supreme Court in an attempt 

to get the decision overturned. On 24 February 2012, the 

Supreme Court referred the case to the European Court of 

Justice. On 14 January 2013, the parties gave a verbal 

presentation of the case before the Court. A ruling by the 

European Court is not expected to follow until the end of 2013. 

After the judgement by the European Court, the case will be 

reffered back to the Supreme Court. 

124


Notes to the company income statement 

The average number of employees (FTEs) employed by 

DELTA N.V. was 1,203 in 2012 (2011: 1,171 FTEs). 

For an explanation of the remuneration of the Executive 

Directors of DELTA N.V., see note 18 (Staff costs) to the 

consolidated financial statements. 

For an explanation of the remuneration of the Supervisory 

Board of DELTA N.V., see note 20 (Other operating expenses) to 

the consolidated financial statements. 

125


Audit fees 

In 2012, DELTA NV paid the following fees: 

(x EUR 1,000) 

DELOITTE ACCOUNTANTS B.V. 

OTHER PARTS 

DELOITTE NETWERK NLD 

TOTAL 

2012 2011 2012 2011 2012 2011 

Audit Annual Reports DELTA Group 428 615 - - 428 615 

Other analysis assignments 89 67 - - 89 67 

Tax-related advice services - 19 7 - 7 19 

Other non-analysis services 48 93 92 135 140 228 

Total 565 794 99 135 664 929 

Performance-related fees are not paid. 

126


Was signed: 

Executive board 

R.J. Frohn, CEO 

Supervisory Board 

D. van Doorn, Chairman 

F. Verhagen RA, CFO Ing. J. Bout 

J.G. van der Werf 

B.P.T. de Wit 

127

Other information 

Profit appropriation 

Profit appropriation under the Articles of Association. 

Article 39 of the Articles of Association provides for the 

appropriation of profits as follows. 

1. Any loss reported in the income statement, as included 

in the adopted financial statements, shall be taken to the 

general reserve. If the general reserve holds insufficient 

funds to cover said loss, the remainder of the loss shall be 

charged to any profits achieved in future years. 

2. If the income statement, as included in the adopted 

financial statements, reports any profit, the Supervisory 

Board may use this profit to allocate funds to the general 

reserves. Any profit remaining shall be at the disposal of the 

General Meeting of Shareholders. 

3. The General Meeting has the authority to declare one 

or more interim dividends and/or make other interim 

distributions, provided the requirements of Section 2:105, 

subsection 2, of the Netherlands Civil Code are satisfied 

on the evidence of an interim statement of financial 

position as referred to in Section 2:105, subsection 4, of the 

Netherlands Civil Code. 

Profit appropriation 

(x EUR 1,000) 


Profit after tax 81,084 82,690 

Charged/added to the statutory reserve (7,126) (125,522) 

Profit available for appropriation 73,958 (42,832) 

Charged/added to the general reserves 33,958 (82,832) 

Proposed dividend 40,000 40,000 

128


129


Deloitte Accountants B.V. 

Park Veldzigt 25 

4336 DR Middelburg 

Postbus 7056 

4330 GB Middelburg 

Nederland 

Tel: 088 288 2888 

Fax: 088 288 9895 

www.deloitte.nl 

Independent auditor’s report 

To: the shareholders of DELTA N.V. 

Report on the financial statements 

We have audited the accompanying financial statements of DELTA N.V., Middelburg. 

The financial statements include the consolidated financial statements and the company financial 

statements. The consolidated financial statements comprise the consolidated balance sheet as at 

31 December 2012, the consolidated statements of comprehensive income, changes in equity and 

cash flows for the year then ended, and notes, comprising a summary of the significant accounting 

policies and other explanatory information. The company financial statements comprise the 

company balance sheet as at 31 December 2012, the company income statement for the year then 

ended and the notes, comprising a summary of the accounting policies and other explanatory 

information. 

Management’s responsibility 

Management is responsible for the preparation and fair presentation of these financial statements 

in accordance with International Financial Reporting Standards as adopted by the European 

Union and with Part 9 of Book 2 of the Dutch Civil Code, and for the preparation of the annual 

report in accordance with Part 9 of Book 2 of the Dutch Civil Code. Furthermore management is 

responsible for such internal control as it determines is necessary to enable the preparation of the 

financial statements that are free from material misstatement, whether due to fraud or error. 

Auditor’s responsibility 

Our responsibility is to express an opinion on these financial statements based on our audit. We 

conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. 

This requires that we comply with ethical requirements and plan and perform the audit to obtain 

reasonable assurance about whether the financial statements are free from material misstatement. 

An audit involves performing procedures to obtain audit evidence about the amounts and 

disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, 

including the assessment of the risks of material misstatement of the financial statements, whether 

due to fraud or error. 

Deloitte Accountants B.V. is ingeschreven in het handelsregister van de Kamer van Koophandel te 

Rotterdam onder nummer 24362853. 

Member of 

Deloitte Touche Tohmatsu Limited 

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In making those risk assessments, the auditor considers internal control relevant to the entity’s 

preparation and fair presentation of the financial statements in order to design audit procedures 

that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the 

effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness 

of accounting policies used and the reasonableness of accounting estimates made by management, 

as well as evaluating the overall presentation of the financial statements. We believe that the audit 

evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 

Opinion with respect to the consolidated financial statements 

In our opinion, the consolidated financial statements give a true and fair view of the financial 

position of DELTA N.V. as at December 31, 2012 and of its result and its cashflows for the year 

then ended in accordance with International Financial Reporting Standards as adopted by the 

European Union and with Part 9 of Book 2 of the Dutch Civil Code. 

Opinion with respect to the company financial statements 

In our opinion, the company financial statements give a true and fair view of the financial position 

of DELTA N.V. as at December 31, 2012 and of its result for the year then ended in accordance 

with Part 9 of Book 2 of the Dutch Civil Code. 

Report on other legal and regulatory requirements 

Pursuant to the legal requirement under Section 2:393 sub 5 at e and f of the Dutch Civil Code, 

we have no deficiencies to report as a result of our examination whether the annual report, to the 

extent we can assess, has been prepared in accordance with Part 9 of Book 2 of this Code, and 

whether the information as required under Section 2:392 sub 1 at b-h has been annexed. Further 

we report that the annual report, to the extent we can assess, is consistent with the financial 

statements as required by Section 2:391 sub 4 of the Dutch Civil Code. 

Middelburg, 29 March 2013 

Deloitte Accountants B.V. 

Was Signed: W.A. de Leeuw 

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DELTA in financial figures, consolidated 

(x EUR million) 


Assets 

Intangible assets 390 395 

Property, plant and equipment 1.010 1.036 

Financial assets 1.015 1.035 

Current assets 600 695 

Cash 49 52 

3.064 3.213 

Equity and liabilities 

Group equity 1.188 1.180 

Provisions 230 237 

Non-current liabilities 859 842 

Current liabilities 787 954 

3.064 3.213 

Revenue 

Electricity 1.084 1.002 

Gas 337 424 

Electricity and gas transport 112 105 

Telecommunications 75 72 

Waste management and environmental services 505 499 

Miscellaneous 59 83 

Total revenue 2.172 2.185 

Expenses 

Cost of sales 1.551 1.549 

Fair value gains and losses on the trading portfolio 5 13 

Other operating income (33) (32) 

Net operating expenses 593 578 

Total operating expenses 2.116 2.108 

Earnings from operations 55 77 

Share in results of joint ventures and associates 78 85 

Operating result 133 162 

Net finance income (expense) (30) (24) 

Profit before tax 103 138 

Corporate income tax (14) (35) 

Profit from discontinued operations (1) (12) 

Non-controlling interests (7) (8) 

Profit after tax 81 83 

Proposed dividend 40 40 

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DELTA key figures 

(x EUR million) 


Nett revenue 2,171.8 2,185.1 

of which: 

Electricity trade and supply 1,083.7 1,001.8 

Gas trade and supply 337.2 423.7 

Electricity and gas transport 112.4 105.2 

Cable, internet and telecommunications 75.1 72.2 

Waste management and environmental sevices 504.6 498.9 

Other revenue 58.8 83.3 

Finances 

Gross margin 649.2 655.2 

Operating result 133.0 162.2 

Profit before tax 103.2 137.9 

Profit after tax 81.1 82.7 

EBITDA 293.0 281.9 

Group equity (excluding dividend) 1,187.9 1,179.8 

Balance sheet total 3,063.9 3,212.7 

Ratios 

Return on investment 6.1% 7.0% 

Return on equity attributable to the shareholders 7.2% 7.3% 

Equity ratio 38.8% 36.7% 

Interest coverage ratio 15.5 15.6 

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Definition of financial ratios 

Return on capital employed (ROCE) 

Earnings from operations plus interest income from financial 

assets and the share in the profit of joint ventures and 

associates divided by capital employed x 100. 

Capital employed 

The sum of non-current assets and net working capital as at 

balance sheet date. 

Return on equity (ROE) 

Profit attributable to shareholders of DELTA N.V., 

divided by the shareholders’ equity attributable 

to the equity holders of DELTA N.V. 

Equity ratio 

Group equity divided by total assets x 100. 

Interest coverage ratio 

Operating result + depreciation/amortisation charges + interest 

income divided by net external finance income and expense. 

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DELTA Jaarbericht 2012

Annual Report 2012 

 

DELTA N.V. | Poelendaelesingel 10 | 4335 JA Middelburg 

T +31 (0)118 88 20 00 | F + 31 (0)118 88 21 00 | E info@DELTA.nl | W www.DELTA.nl 

Entered in the trade register of the Chamber of Commerce in Middelburg under number 22031457.

Annual report 2012

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