Annual Report 2009 Royal BAM Group nv

32. Contingencies
The Group is claiming considerable amounts under pending proceedings and disputes with clients. It is impossible to
reasonably determine the extent and timing of possible inflow of economic benefits. These rights are therefore not
recognised.
In the ordinary course of business, guarantees are issued to (prospective) clients. These liabilities are not recognised in
the balance sheet. It is not expected that any material risks will arise from these contingent liabilities.
Guarantees are issued either by the Group itself (corporate guarantees) or by third parties (banks, surety companies).
The guarantees issued by third parties are on demand or on default.
The Group has issued corporate guarantees to the amount of €676 million (2008: €702 million). Guarantees issued to
the Group by third parties amount to €1,420 million (2008: €1,423 million). In addition, surety bonds in the amount of
€204 million (2008: €205 million) in total have been issued.
Total liabilities towards third parties of companies for which the Group bears joint and several liability (such as general
partnerships) amounts to €3,831 million at year-end 2009 (2008: €3,137 million). The Group’s share in these liabilities,
amounting to €1,945 million (2008: €1,690 million), is included in the consolidated balance sheet.
In relation to the transaction with Van Oord Group nv in December 2003 concerning the sale of dredging activities,
guarantees have been issued with regard to specific BHD balance sheet positions.
The company will be obliged to offer the ordinary shares in Van Oord held by the Group to the other shareholders of
Van Oord if there is a transfer of control over the company to a third party as defined in article 1.1.d of the SER decree on
merger rules, in terms of which that third party has a direct or indirect majority of the control in a business regarded as a
significant competitor of Van Oord. In such a case, the company would no longer be able to exercise rights of control in
Van Oord and would not be entitled to dividends relating to the ordinary shares in Van Oord.
A similar rule applies as soon as it comes apparent that any third party, not being an institutional investor, holds directly
or indirectly more than 15 percent of the ordinary shares or depositary receipts for the shares in the company’s equity,
and is at the same time direct or indirect holder of, and/or otherwise has an economic interest in and/or control of, more
than 15 percent of the issued shares or depositary receipts for the shares in the equity of a company whose business is
regarded as a significant competitor of Van Oord.
For further information, please refer to Article 10 of the Decision on Takeover Directive as included in the report of the
Executive Board.
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2009