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Notes to the Historical Combined Financial Statements<br />
Basis of preparation<br />
In 2009, the Accor Group initiated a major strategic project involving the demerger of its two core businesses, Hospitality and<br />
Services. As part of this process, on August 26, 2009 the Board of Directors approved the recommendation made by Gilles<br />
Pelisson, Chairman and Chief Executive Officer, to conduct a review of the potential benefits of demerging the two businesses<br />
into two self‐managing companies, each with their own strategy and resources for growth. On December 15, 2009, based on the<br />
review conducted by senior management, the Board of Directors concluded that the project would offer real benefits and on<br />
February 23, 2010, it presented the process for demerging the businesses and creating two new listed companies, Accor<br />
Hospitality and New Services (name temporarily given to the Accor Services businesses), without any capital ties between them.<br />
The demerger is subject to approval at the Shareholders’ Meeting of June 29, 2010.<br />
In order to create a separate, self‐managing group, a certain number of assets have been or will be transferred between Accor<br />
Group entities prior to New Services being listed.<br />
The New Services group will thus be created by transferring shares between holding companies that are subsidiaries of Accor S.A.<br />
without modifying Accor’s direct or indirect interests in the companies concerned. These business combinations between<br />
companies under common control – some of which have already been carried out – are excluded from the scope of application of<br />
IFRS 3 – Business Combinations and are therefore accounted for at the net book value of these companies’ assets and liabilities in<br />
the Accor Group’s consolidated financial statements.<br />
In connection with the initial public offering of New Services shares, to present an economic view of the New Services business as<br />
a whole, historical combined financial statements have been prepared for the years 2007, 2008 and 2009 based on the financial<br />
statements historically included in the consolidated financial statements of the Accor Group.<br />
IFRSs do not include any guidance on preparing combined financial statements and the combination principles and conventions<br />
described below are therefore based primarily on section VI of France’s Comité de la Réglementation Comptable standard CRC<br />
99‐02. This section (Basis of preparation) describes how the IFRSs adopted by the European Union have been applied to prepare<br />
the historical combined financial statements.<br />
These combined financial statements are not necessarily indicative of the consolidated financial statements that would have<br />
been prepared if New Services had been created at an earlier date than the actual or planned creation date.<br />
They provide an indicative view of the New Services businesses’ historical operations within the Accor Group and do not reflect<br />
the post‐merger economic situation as presented in the pro forma financial statements, particularly as regards the level of debt.<br />
Scope of combination<br />
The historical combined financial statements include the companies owned directly or indirectly by New Services entities and<br />
companies owned by Accor Hospitality entities that operate in the services sector. Following the same logic, companies owned by<br />
New Services entities that do not operate in the services sector have been excluded from the scope of combination.<br />
Some Accor Group companies – mainly in Argentina and Switzerland – were engaged in both New Services businesses and<br />
hospitality businesses during the period presented. In order to combine only their New Services operations, the other businesses<br />
were carved out of the individual financial statements of the companies concerned.<br />
The method used to allocate their prepaid services operations to the New Services group was as follows:<br />
- Assets and liabilities corresponding to the New Services business were identified and recognized in the combined financial<br />
statements by adjusting equity.<br />
- Income and expenses were allocated by reference to existing cost accounting data that was already analyzed by operating<br />
activity, with the amounts directly attributable to the New Services business identified separately. Certain items of income<br />
and expense not directly attributable to the New Services business (mainly general and administrative expenses) that were<br />
recorded in a New Services reporting entity by Accor SA, were analyzed in detail and allocated on a basis consistent with the<br />
assumptions used to allocate assets and liabilities to each business. The expenses do not include the additional corporate<br />
costs that New Services will incur as an independent listed group and that will be recorded in the pro forma accounts.<br />
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