ANNUAL REPORT 2007 | 2008 - Gimv
ANNUAL REPORT 2007 | 2008 - Gimv
ANNUAL REPORT 2007 | 2008 - Gimv
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30. FINANCIAL RISK MANAGEMENT<br />
See Directors’ Report, ‘Main risks and uncertainties’, page<br />
149.<br />
31. SHARE-BASED TRANSACTIONS<br />
31.1 Warrant plan<br />
See Corporate governance – page 73.<br />
31.2 The co-investment structure<br />
See Corporate Governance – page 79.<br />
31.3 Remuneration of management and staff employees<br />
See Human Resources – page 62.<br />
32. FAIR VALUE<br />
The majority of the group’s fi nancial assets are carried at fair<br />
value in the balance sheet. With respect to long-term receivables<br />
the amortized cost is deemed to approximate to the estimated<br />
fair value. For trade receivables, trade debts, other current assets<br />
and liabilities, and cash and cash equivalents, the carrying<br />
amounts in the balance sheet approximate to the fair value,<br />
given their short term nature.<br />
In the case of long-term interest-bearing liabilities the amortized<br />
cost is presumed to approximate to the fair value.<br />
33. SIGNIFICANT EVENTS AFTER THE BALANCE<br />
SHEET CLOSING DATE<br />
See Directors’ Report, ‘Signifi cant events after balance sheet<br />
closing date’ - page 149.<br />
34. OFF-BALANCE SHEET OBLIGATIONS AND<br />
MAJOR PENDING LITIGATION (IN EUR 000,<br />
GDP 000 AND USD 000))<br />
The text below gives an overview of off-balance sheet obligations<br />
in relation to shareholdings which represent a material portion<br />
of the <strong>Gimv</strong> Group’s fi nancial fi xed assets.<br />
At 31 March <strong>2008</strong>, outstanding commitments for further investments<br />
in funds amounted to EUR 253 223.<br />
Apart from these commitments to invest in funds (see table<br />
overleaf):<br />
- there are six fi les with binding fi nancial commitments totalling<br />
EUR 17 952;<br />
- in only one fi le has <strong>Gimv</strong> provided a bank guarantee of<br />
EUR 1 500;<br />
- in around half the fi les agreements have been made which, in<br />
the event of an exit, could result in an uneven distribution of<br />
the proceeds, to the benefi t or detriment of <strong>Gimv</strong> depending<br />
on the fi le and/or the circumstances;<br />
- in around two-thirds of the fi les <strong>Gimv</strong>’s interest can be diluted,<br />
albeit generally to a relatively limited extent, by stock option<br />
plans or securities entitling their holders to shares upon exercise<br />
or conversion;<br />
- around one third of the fi les include an anti-dilution clause<br />
which comes into effect whenever additional capital is obtained<br />
at a lower price per share, and which in most cases,<br />
but not always, operates to <strong>Gimv</strong>’s advantage;<br />
- 60 percent of fi les commit <strong>Gimv</strong> to co-selling its holdings, in<br />
most cases together with the other members of the fi nancial<br />
consortium;<br />
- in two fi les <strong>Gimv</strong> has granted a call option on all or part of its<br />
shares in a particular participating interest, and in six fi les one<br />
or more third parties have put options on <strong>Gimv</strong>;<br />
- in less than one third of the 109 contractual divestments<br />
undertaken by <strong>Gimv</strong> since 1997 have representations and<br />
warranties been given that are still effective. At the year-end<br />
closing date there was no indication whatsoever to suggest<br />
that any claim might be made against these representations<br />
and warranties.<br />
The buy-outs have purchase obligations amounting to USD<br />
34 972 and GDP 105. Guarantees totalling EUR 59 have also<br />
been given.<br />
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