Amadeus IT Holding, S.A. and Subsidiaries - Investor relations at ...

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AMADEUS IT HOLDING, S.A. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED ANNUAL ACCOUNTS FOR THE YEARS ENDED DECEMBER 31, 2011, AND 2010 (EXPRESSED IN THOUSANDS OF EUROS - KEUR) With regard to the dividend policy, the Company’s intention is to target a total dividend payout amounting to approximately 30% to 40% of the net income for a given financial year. The amount of future dividends the Company decides to pay, if any, and the future dividend policy will however depend on a number of factors, including earnings, financial condition, debt service obligations, cash requirements, prospects or market conditions. The amount of dividends is proposed by the Board of Directors and determined by the shareholders at General Shareholders' Meetings. 6. SEGMENT REPORTING The segment information has been prepared in accordance with the “management approach”, which requires presentation of the segments on the basis of the internal reports about components of the entity which are regularly reviewed by the chief operating decision maker in order to allocate resources to a segment and to assess its performance. The Group is organized into two operating segments: (i) Distribution; and (ii) IT Solutions Over the past decade, Amadeus has evolved the core GDS offering into two highly synergetic businesses, Distribution and IT Solutions, through which the Group principally generates revenue by charging customers fees on a per transaction basis. Both businesses, although closely related, have different strategic objectives and offer to the customer different products and services. Our operating segments are referred to internally as business areas. During the year 2010 the Group disposed of the companies Vacation.com (V.com) and certain other companies and assets related to the hospitality business. These operations were classified under the Distribution and IT solutions segments respectively (see note 14). Distribution The core offering of our Distribution operating segment is our GDS platform. It provides a worldwide network that connects travel providers, such as full service and low cost airlines, hotels, rail operators, cruise and ferry operators, car rental companies, tour operators and insurance companies, with online and offline travel agencies, facilitating the distribution of travel products and services through a digital marketplace. IT Solutions Through our IT Solutions operating segment we provide a comprehensive portfolio of technology solutions that automate certain mission-critical business processes, such as reservations, inventory management and operations, for travel providers. The 29
AMADEUS IT HOLDING, S.A. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED ANNUAL ACCOUNTS FOR THE YEARS ENDED DECEMBER 31, 2011, AND 2010 (EXPRESSED IN THOUSANDS OF EUROS - KEUR) nature of the revenue obtained by this operating segment is also transactional in its majority, being those derived from the Altéa PSS platform and the direct distribution revenue (“system users”) those most significant. Non-transactional revenue comprises revenue mainly obtained from the implementation of our Altéa PSS platform and other consulting services. The accounting policies of the operating segments are the same as those described in note 4. However, management when evaluating the performance of each operating segment uses Contribution as a performance measure. Contribution is defined as the revenue for the relevant operating segment less operating direct costs plus direct capitalizations and research incentives. The operating expenses (excluding capitalized expenses and those research incentives associated to those capitalizations) of the Group are allocated either to operating direct costs or to indirect costs; operating direct costs are those direct costs that can be assigned to an operating segment. Additionally, Amadeus Group manages its borrowing activities and taxes centrally and they are not followed up per segment. Information regarding the Group’s operating segments and the reconciliation of the Contribution followed by management to the consolidated statement of comprehensive income as of December 31, 2011, and 2010 are detailed in the table below: 31/12/2011 31/12/2010 Distribution IT Solutions Total Distribution IT Solutions Total Adjusted Revenue 2,079,399 627,960 2,707,359 1,992,227 601,361 2,593,588 Contribution 950,400 455,882 1,406,282 926,256 409,464 1,335,720 The main reconciling items corresponding to revenue are: Reconciliation 31/12/2011 31/12/2010 Adjusted Revenue 2,707,359 2,593,588 Extraordinary item (note 24) 51,721 - Revenue 2,759,080 2,593,588 30
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FORM ANNUAL CORPORATE GOVERNANCE RE
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A.3 Please complete the following t
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A.8 Please complete the following t
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B.1.2 Please complete the following
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Central Bank to assume a role with
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Reasons As a result of the placemen
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B.1.8 Please detail any Board membe
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Other Benefits Amount in thousands
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B.1.13 Please identify the total am
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Please specify whether the Board at
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MR. ENRIQUE DUPUY DE LOME CHAVARRI
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B.1.19 Please specify the procedure
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B.1.24 Please specify whether the c
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Please specify, if applicable, the
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Outgoing auditor Incoming auditor I
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Explanation of procedure its books,
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egulatory requirements, the proper
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l) issue a report annually, prior t
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OPERATION: The Nomination and Remun
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C. RELATED-PARTY TRANSACTIONS C.1.
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- To analyze, measure and evaluate
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shareholders and provided that said
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E.6 Please provide details of any a
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7.- Report on the remuneration poli
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) Identity of grantor and represent
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c) Transactions whose effect is equ
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2. Transactions carried out at pric
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Complies 15. That when the number o
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Complies 25. Companies should organ
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34. That whenever, due to resignati
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vii) Remuneration of executive Boar
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50. That the Audit Committee shall
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It is the power of the Nomination a
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Section B.1.13 There are no indemni
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COMPLEMENTARY INFORMATION TO THE CO
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AMADEUS AMADEUS IT IT HOLDING, HOLD
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The Human Resources Unit is respons
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In 2011 Amadeus’ Finance Function
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In addition the Audit Committee has
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Use of estimates and assumptions, a
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The SLA should include next minimum
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The Committee supports and oversees
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Key terms � “ACH”: refers to
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