final vsh+omsl
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final vsh+omsl
United Annua me Ho l Report 20 0 lding Comp 5 any Surina Contents 3 Board of Directors, Management and Subsidiaries 5 The VSH-United Group 6 Manager's Report 12 Auditor's Report 13 Salient Figures 14 Balance Sheet 15 Profit and Loss Account 16 Consolidated Balance Sheet 17 Consolidated Profit and Loss Account 18 Changes in Shareholders’ Equity 19 Consolidated Statement of Source and Use of Funds 20 Notes to the Financial Statements 2 Board of Directors, Management and Subsidiaries N.V. Verenigde Surinaamse Holdingmij.United Suriname Holding Company Established in Paramaribo H. Lim A Po, Chairman R. Khodadin, Vice Chairman M. Waaldijk P. Healy E. Brakke-Geer Board of Directors J. Healy Jr., Managing Director K. Lieuw-Kie-Song, Deputy Managing Director O. de Vries, Assistant Managing Director / Financial Controller / Secretary M. Ramsundersingh, Assistant Managing Director/ Legal and HRM Affaires Management Subsidiaries N.V. VSH-Scheepvaartmij.United Suriname Shipping Company R. Steenland, Managing Director D. Glans, Assistant Managing Director Shipping N.V. VSH-Transportmij.United Suriname Transport Company R. Steenland, Managing Director D. Glans, Assistant Managing Director VSH-UNITED (USA) L.L.C. Miami, United States of America R. Steenland, Managing Director J. Liong A San, Operations Manager N.V. Uniblue Shipping K. Lieuw-Kie-Song, Managing Director N.V. VSH-Staalmij.United Suriname Steel Company D. Baptist, Managing Director Manufacturing Margarine- en Vettenfabriek nv Margarine, Fats and Oil Company Ltd. K. Wong Fong Sang, Managing Director N.V. VSH-Handelmij.United Suriname Trading Company W. D’Leon, Managing Director Trading Real Estate N.V, VSH-Eigendomsmij.United Suriname Real Estate Company J. Healy Jr., Acting Managing Director W. D’Leon, Assistant Managing Director Investment N.V. VSH-Beleggingsmij.United Suriname Investment Company J. Healy Jr., Managing Director 3 The VSH-United Group The VSH-United Group comprises a holding company and nine subsidiaries, eight of which are operating in Suriname and one in Miami, Florida, USA. The Group is forty-seven years old. Its major activities include shipping, trading, and manufacturing. Other activities include real estate development and management and investments in other local companies. The main office of the VSH-United Group is located in a modern office building adjacent to the harbor in Paramaribo. SURINAME Suriname a country of 166,000 square kilometers on the northeast shoulder of South America and home of the VSH-United Group. While a Babylonian profusion of some seven languages are in everyday use, the official language is Dutch. The population of some 500,000 souls is one of the most polyglots in the world and includes indeginous Indians, African descendents, Hindustanis, Javanese, Chinese, Lebanese, Jews and Europeans. Almost half of the population is concentrated in and around the capital city of Paramaribo. Suriname has a strong democratic tradition dating back some 140 years. Legislative powers are in the hands of the National Assembly composed of 51 members elected by popular vote for a period of five years. The President is the Head of Government and is elected for five years by a two thirds majority vote in the National Assembly or by a common majority vote in the United Peoples Assembly comprised of national, regional and municipal representatives. The Council of Ministers chaired by the Vice President consists of 17 member ministers and exercises the highest executive and administrative power. Mining is the backbone of the economy. Bauxite is mined and processed into alumina, an intermediate product for the production of aluminum. Gold is mined in large, medium and small scale operations and provides employment to hinterland communities and migrant workers from Brazil. Crude oil production and refining contributes significantly to the fuel requirements of industry and electric power generating. Energy requirements are further complemented by a hydro-electric dam located 90 km south of Paramaribo. Rice, bananas, shrimp, fish and timber comprise the other traditional export products. Suriname is the proud guardian of one of the largest expanses of pristine tropical rainforests in the world. The Central Suriname Nature Reserve (1.6 million hectares) is the largest of 15 protected areas encompassing 12% of the total land surface of the country. Since its establishment in 1958 the VSH-United Group has grown steadily and is well positioned to participate in the further development of this young nation. 5 Manager’s Report The parliamentary election held in May 2005 has signaled a significant shift in Suriname’s political landscape. After the vote was counted the 33 seats previously held by the incumbent coalition, New Front, were reduced to 23. The NDP headed by former military leader D. Bouterse won 15 seats, an increase of 5. The other seats went to VVV (5), A-1 (3) and 5 seats went to a newly formed association of Maroon parties called A- Combinatie. The New Front swiftly moved to expand the coalition and a new government headed by President R. Venetiaan was formed with the backing of A- Combinatie and one member of A-1. The coalition controls 29 of the 51 seats in Parliament and consists of 8 parties. On the one hand one can expect a continuation of prudent monetary and budgetary policies from the third Venetiaan government but on the other hand the reduced number of seats in Parliament and an unwieldy coalition may affect political stability. Economic stability and growth were sustained in 2005. Ongoing investment in new bauxite mines and favorable world market prices for gold, alumina and oil contributed to growth. Crude oil production increased by 6.6% to 4.38 million barrels. Gold production amounted to 21.7 ton compared to 13 ton in 2004. Alumina production was slightly lower than in 2004 and amounted to 1.9 million ton. The construction and tourist sectors also contributed to economic activity. Tourist arrivals increased by 15% and hotel occupancy averaged above 75%. Rice production was adversely affected by weather conditions and declined to 123,000 tons. The banana sector which has been rehabilitated with assistance from the European Union had to cope with the extra financial burden of buying quota licenses for entry to the European market. As a result privatization plans were delayed and financial constraints inhibited further growth in production. The quota system has been replaced by a tariff only system in 2006 which will give Suriname bananas a fighting chance on the European market. An important development was the investment in power generating and distribution capacity by EBS, the government owned utility company. In addition, a new power line was built from Paranam to Paramaribo thereby increasing the transmission capacity of electricity from the hydro-power installation at Afobakka. Meanwhile, State Oil Company commenced construction of a 15 megawatt power generating plant next to the oil refinery at Tout Lui Faut. This facility will come on-stream in May 2006. Despite the sharp rise in world market prices for gasoline and diesel, prices at the pump were kept at constant low levels until September 2005 when the government doubled prices. Pump prices are now adjusted on a monthly basis. This sudden and drastic increase in the cost of fuel had a ripple effect on the cost structure of households and businesses. Inflation rose sharply in the last quarter and ended the year at 15.9%. In the annual general meeting of shareholders held on 24 July 2005 the financial THE COMPANY AND GROUP accounts for the year 2004 including a dividend of SRD 0.30 per share, were approved HIGHLIGHTS and all members of the Board of Directors were re-elected. In extraordinary general meetings of shareholders convened on 21 December 2005 Richard Steenland was appointed Managing Director of United Suriname Shipping Company, United Suriname Transport Company and of VSH-United (USA) L.L.C. effective 01 January 2006. Wayne D’Leon, Managing Director of United Suriname Trading Company was given additional responsibility when he was appointed Assistant 6 Manager’s Report Managing Director of United Suriname Real Estate Company on 01 October 2005. Effective the same date Karen Wong Fong Sang was appointed Assistant Managing Director of Margarine, Fats and Oil Company Ltd. In the annual meeting of shareholders of Margarine, Oil and Fats Company Ltd. held on 22 March 2006, Karen was subsequently appointed Managing Director, effective 01 April 2006 replacing Kathleen Lieuw-Kie-Song who managed the Company during the restructuring period which commenced in 2000. On the same date Kathleen was appointed a member of the Supervisory Board of Directors. Kathleen will manage Uniblue Shipping on a full time basis and from time to time fulfill her duties as Deputy Managing Director of the Holding Company. Renovation of the head office at Van ‘t Hogerhuysstraat was for the most part completed in 2005. Illustrations in this report give an impression of the newly renovated head office. Restoration of the historic Benz building on Kromme Elleboogstraat commenced in September. The Trading Company opened a retail outlet called VSH Solutions in the Kersten Mall in the center of town. RESULT AND FINANCIAL Following ample discussions between management and the Board of Supervisory POSITION Directors it was decided to list the shares of United Suriname Holding Company on the Suriname Stock Exchange. Our application was accepted by the Exchange and the listing was effected on 01 January 2006. In order to establish a market price and since the shares of the Company are closely held it was decided to issue 10,000 shares of SRD 0.01 each and offer them for sale on the Stock Exchange. At the writing of this report 8,823 shares had been sold at SRD 21.00 per share. The number of outstanding shares of SRD 0.01 each increased to 1,803,265 as of 06 April 2006. Consolidated Group income increased from SRD12,497,812 to SRD 15,173,388 or by 21%. At all operating subsidiaries income increased. Industry contributed more than half the increase, while Real Estate and Investments also made an important contribution to income growth. Shipping income increased only marginally. Consolidated profit after tax amounted to SRD 2,420,112 an increase of 33.6% over 2004. The performance of the Group Companies will be discussed on the following pages of this report. Quarterly interim dividend amounted to SRD 413,084 or SRD 0.23 per share. Management proposes a final dividend of SRD 0.25 per share on the new share capital stated above. Total dividend then amounts to SRD 863,900. Management further recommends that the balance of the profit amounting to SRD 1,556,212 be transferred to the surplus account. Increase in shareholders’ equity from SRD 26,793,222 to SRD 33,730,599 is attributable to this transfer and to revaluation of lands, buildings, machinery and financial assets. Consolidated working capital amounted to SRD 6,921,230 and is considered sufficient to finance group operations. 7 Manager’s Report SHIPPING Shipping income includes income from: United Suriname Shipping Company, United Suriname Transport Company, VSH- United (USA) L.L.C. and Uniblue Shipping. The Group shipping companies represent liner services to and from ports in Latin America, the Caribbean, North America, the Far East and Europe. Our range of service includes consolidation, stevedoring, cargo handling, warehousing, surveying, customs brokerage and local transport. The table of vessels and cargo handled presented below shows 177 vessels handled. 2005 2004 2003 177 191 166 Incoming 3,460 3,548 3,029 Outgoing 12 196 400 Incoming 141,274 123,928 37,269 Outgoing 730,969 686,122 594,060 Incoming 83,394 78,146 71,832 Outgoing 927 148 793 Vessels handled Cargo handled Containers (teus) Bulk Cargo (metric tons) General Cargo (revenue tons) Container volume handled at Paramaribo decreased by 7.3% while general cargo handled increased by 7.7% and incoming and outgoing bulk cargoes increased by 14% and 6.5% respectively. LCL cargo volume generated by our subsidiary in Miami increased by 14.5% to 161,250 cubic feet. As a result of increased costs shipping income remained essentially unchanged at SRD 4,333,479. A new feeder service from Jamaica initiated in March 2006 by one of our principals transships cargo from the Far East and other regions to Paramaribo. Logistic support to oil companies doing exploration off-shore Suriname and increased container volume are expected to raise shipping income in 2006. The rehabilitation of the New Harbor facility at Paramaribo with financial assistance from the European Union is expected to commence in March 2007. This project is long overdue and while shipping will experience some congestion during the construction phase, upon completion cargo handling efficiency will improve. An initiative by the bauxite companies and State Oil Company to deepen the channel of the Suriname River by 2 meters is under discussion with the authorities. A deeper channel will provide for substantial savings in transport cost of alumina and oil exports and will allow larger container ships and cruise vessels to enter the Port of Paramaribo. 8 Manager’s Report INDUSTRY Industry income is stated after deduction of the cost of raw materials and packaging and includes revenue from United Suriname Steel Company and Margarine, Oil and Fats Company Ltd. Industry income increased by 26% to SRD 6,271,909. United Suriname Steel Company produces prefabricated steel structures such as buildings, warehouses, masts, water towers, storage tanks and barges. Production income increased by 42% to SRD 2,939,024. Production volume amounted to 1,207 tons and export sales to countries in the region accounted for 19% of production. Gross margin on production was 39%. As was the case in 2004 we were confronted with collection problems and as a result a provision of SRD 318,097 was taken up. A program called Opo Mi was put in place to closely monitor turnover, gross margins and productivity. This program was successful in improving turnover and productivity. Gross margins on production income still need improvement. The company contributed positively to Group results after posting a loss in 2004. An important decision was taken in 2005 to purchase a CNC driven drill and saw line which will further automate the production process and increase capacity. Installation of the new machine will be completed in May 2006. Prospects are good for further improvement of profitability. The Margarine, Fats and Oil Company Ltd. (56%) produces margarine, butter and shortening. Sales volume increased marginally from 1,194 tons to 1,205 tons. Revenue increased by 7% to SRD 7,688,479. Gross margin was 43% and income amounted to SRD 3,332,885 an increase of 12%. In 2005, Jamaica was added as an export market. For the production department it was a challenging year. Productivity declined from 0.52 tons per hour to 0.39 tons per hour. Several measures were taken including the installation of a second emulsion tank which allows for running two production lines simultaneously. This and other improvements will lead to increased productivity in 2006. The outfitting of the micro biological laboratory was completed in July. All quality controls can now be performed in-house. After deduction of minority interest contribution to Group profit after tax amounted to SRD 178,579, a decline of 15%. The focus in 2006 will be on productivity. Together with expected growth in sales considerably better results are expected in 2006. TRADING Trading income is stated after deduction of cost of goods sold and consists of income from United Suriname Trading Company and United Suriname Steel Company. Trading income increased by 26% to SRD 2,503,103. United Suriname Trading Company’s activities include the sale of office machines, safety equipment for the workplace. As the distributor for Canon office equipment and computer peripherals United Suriname Trading Company holds an important share of the market for copiers, fax machines, printers and scanners. As distributor for Red Wing and Worx we supply a broad range of the market with quality footwear for the workplace. Income from the sale of office machines, safety equipment and from other activities amounted to SRD 1,723,886 an increase of 6% compared to the previous year. Gross margins were unchanged at 35%. 9 Manager’s Report Other income related to our trading activities includes income from service of office machines and trading commissions. United Suriname Steel Company’s contribution to trading income includes the sale of accessories and steel stock which amounted to SRD 702,433 representing an increase of 95%. Gross margin was 35% and is considered adequate. INVESTMENTS Investments involve ownership of shares in local companies. In three of these enterprises the Company holds a substantial interest. Shares are valued at the share price established on the Suriname Stock Exchange during the last trading session in December 2005. N.V. Consolidated Industries Corporation (42%) manufactures a wide range of industrial and household detergents and plastic packaging material. The company's products command an important share of the local market while exports to neighboring French Guiana, Guyana, Trinidad and Barbados continue to grow steadily. At the end of 2005 this investment was valued at SRD 12,831,576 compared to SRD 6,836,495 at the end of 2004. Dividend receipts amounted to SRD 215,379. Assuria N.V. (24.1%) is the largest insurance company in Suriname offering a broad range of life, casualty and health insurance products. Assuria’s growth is generated by acquisitions and product innovation. Assuria also holds a 49% share position in DSB Bank N.V., the largest retail bank in Suriname. The value of this investment increased from SRG 7,099,966 at the end of 2004 to SRD 9,772,968 at the end of 2005. Dividend payments amounted to SRD 257,581. N.V. Hotelmaatschappij Torarica (13%) operates a 132 room first class hotel and casino in Paramaribo and a fine 122 room no frills hotel called Eco Resort Inn, at walking distance from Torarica. These hotels provide state of the art accommodation to mainly business visitors. In order to meet the growing demand for upscale rooms the new 109 room Royal Torarica will be built next to the existing hotel. Construction will commence in July 2006 and completion is planned for December 2007. Total project cost is budgeted at US$ 8,200,000. Of this amount US$ 3,300,000 will be financed by a share issue which was successfully completed on 30 April 2006. We participated in the share issue for US$ 407,000. At the end of the year this investment was valued at SRD 3,362,287 compared to SRD 3,178,890 at the end of 2004. Dividend income amounted to SRD 110,039. Other investments include shares in other local production companies and financial institutions. Dividend income amounted to SRD 661,054 compared to SRD 438,877 in 2004. Total income from investments increased from SRD 438,877 in 2004 to SRD 917,106 in 2005. Included in this amount is SRD 256,052 derived from the sale of shares in Self Reliance, a local insurance company. United Suriname Investment Company operates as broker on the Suriname Stock Exchange. The Suriname Stock Exchange meets every other week and 10 companies are listed. Turnover on the stock exchange increased substantially to SRD 831,000 in 10 Manager’s Report 2005 compared to SRD 163,899 in 2004. The Index also increased from 1,002.3 to 1,184 or by 18%. REAL ESTATE United Suriname Real Estate Company owns, develops and manages real estate objects for use by the Group Companies or for rent. United Suriname Trading Company owns the historic apartment building at Waterkant. Rental income amounted to SRD 627,211 in 2005 compared to SRD 396,965 in 2004. Occupancy levels for office and warehouse space remained high and spaces being renovated became available for rent during the course of the year. Renovation of the office building on Van ‘t Hogerhuysstraat was for the most part completed by the end of the year. The apartment building at Waterkant was fully rented during the year. Restoration of the historic building on the Kromme Elleboogstraat is now underway. Upon completion in July 2006 three additional offices will be available for rent. PERSONNEL At the end of the year the Group employed 155 persons compared to 147 at the end of 2004. Pension Fund membership increased from 126 to 142 persons. The Company contributes 12% of base salary towards the pension fund and members contribute 5%. Pension liabilities as of 31 December 2005 amounted to SRD 5,647,046. Total equity of the fund amounted to SRD 7,098,810 at the end of the year. THE COMING YEAR Industry and Shipping will be the drivers of growth in 2006. Consolidated income is expected to increase by 5% and profit before provisions and taxes by 9%. We thank our customers, contractors and suppliers for their continued support. We APPRECIATION appreciate the dedication and loyalty of our co-workers and we are thankful for guidance received from members of the Board of Directors. Paramaribo, 22 May 2006 Managing Director James J. Healy Jr. 11 Auditor’s Report INTRODUCTION We have audited the 2005 financial statements as shown on pages 13 to 24 of the N.V. VERENIGDE SURINAAMSE HOLDINGMIJ.-/UNITED SURINAME HOLDING COMPANY established at Paramaribo, Suriname. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. SCOPE Those standards require that we plan and perform the audit to obtain reasonable assurance that the financial statements are free of material misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. OPINION In our opinion the financial statements referred to above give a true and fair view of the financial position at 31 December 2005 and of the result for the year then ended in accordance with generally accepted accounting principles. Paramaribo, 22 May 2006 HIRALAL LUTCHMAN & Co. 12 Salient Figures 2001 PER SHARE OF SRD 0.01 N.V. Verenigde Surinaamse Holdingmij.United Suriname Holding Company 13 2003 2004 2005 Income 8,059,430 9,616,862 11,700,612 12,497,812 15,173,388 Profit after Tax 1,284,790 1,366,568 1,566,069 1,811,099 2,420,112 Cash Flow 2,003,820 2,262,589 2,639,348 3,039,666 3,812,450 Working Capital 3,388,153 3,331,831 4,333,111 5,636,825 6,921,230 Shareholders’ Equity 14,200,334 17,273,664 20,170,939 26,793,222 33,730,599 Paid-in Capital 17,944 17,944 17,944 17,944 17,944 Cash Dividend 0.17 0.20 0.20 0.30 0.48 Intrinsic Value 7.91 9.63 11.24 14.93 18.80 - - - - 21.00 Year Average 2.20 2.35 2.65 2.80 2.80 Per End of Year 2.20 2.50 2.80 2.80 2.80 Share Price US$ RATE 2002 Balance Sheet 31-Dec ASSETS 2005 2004 Fixed Assets 101,402 49,285 Subsidiary Interests 19,251,907 17,806,491 Investments 28,716,910 19,995,752 47,968,817 37,802,243 Furniture and Equipment Financial Assets Current Assets Receivables Subsidiary Receivables Income Tax Other Cash and Banks LIABILITIES / EQUITY 167,086 43,888 36,528,127 27,525,158 - 11,506 230,162 288,016 1,845,041 1,221,834 38,770,416 29,090,402 86,840,635 66,941,930 17,944 17,944 Shareholders' Equity Paid-in Capital Surplus Revalution Reserve 8,097,326 6,541,114 25,615,329 20,234,164 33,730,599 26,793,222 9,983,379 6,987,389 445,200 529,200 Provisions Deferred Taxes Term Liabilities Loans Current Liabilities Commercial Creditors Subsidiary Payables Income Tax Other N.V. Verenigde Surinaamse Holdingmij.United Suriname Holding Company 14 71,959 6,631 41,236,644 31,854,535 97,887 - 1,274,967 770,953 42,681,457 32,632,119 86,840,635 66,941,930 Profit and Loss Account INCOME FROM 2005 2004 Subsidiaries 1,538,982 1,354,354 Investments 917,106 438,877 Other 87,817 27,918 2,543,905 1,821,149 - - 2,543,905 1,821,149 123,793 10,050 2,420,112 1,811,099 COSTS 1) Profit Before Tax Income Tax PROFIT 1) All costs have been charged to the 100% owned consolidated operating subsidiary companies, located in Suriname. DIVISION OF PROFIT 2005 Interim Dividend Final Dividend Surplus N.V. Verenigde Surinaamse Holdingmij.United Suriname Holding Company 15 413,084 2004 358,888 450,816 179,432 1,556,212 1,272,779 2,420,112 1,811,099 Consolidated Balance Sheet 2005 ASSETS Fixed Assets Land and Buildings Machinery Furniture and Equipment Financial Assets Investments Current Assets Merchandise Stocks Receivables Investments in Progress Other Cash and Banks LIABILITIES / EQUITY Shareholders’ Equity Paid-in Capital Surplus Revaluation Reserve Third Party Interest Provisions Deferred Taxes Warranties Postponed Maintenance Term Liabilities Loans Current Liabilities Commercial Creditors Income Tax Other N.V. Verenigde Surinaamse Holdingmij.United Suriname Holding Company 16 2004 13,795,508 2,726,934 1,287,903 17,810,345 14,279,848 2,765,222 1,167,698 18,212,768 28,967,492 20,218,494 6,460,620 4,595,379 1,801,944 676,116 2,144,949 15,679,008 4,974,909 3,051,751 806,844 788,054 1,496,197 11,117,755 62,456,845 49,549,017 17,944 8,097,326 25,615,329 33,730,599 17,944 6,541,114 20,234,164 26,793,222 3,151,978 36,882,577 3,085,317 29,878,539 15,984,616 370,923 15,751 16,371,290 13,308,027 298,238 54,083 13,660,348 445,200 529,200 4,058,569 559,245 4,139,964 8,757,778 2,506,673 250,612 2,723,645 5,480,930 62,456,845 49,549,017 Consolidated Profit and Loss Account INCOME FROM COSTS 2005 2004 Trading 2,503,103 1,982,118 Industry 6,271,909 4,994,018 Shipping 4,333,479 4,371,494 Real Estate 627,211 396,965 Investments 917,106 438,877 Other 520,580 314,340 15,173,388 12,497,812 Personnel Costs 5,061,235 4,486,325 Other Overhead Costs 4,680,700 3,557,927 45,699 47,256 1,392,338 1,228,567 437,070 402,293 11,617,042 9,722,368 3,556,346 2,775,444 996,226 799,307 2,560,120 1,976,137 Interest Depreciation Provisions PROFIT Profit Before Tax Income Tax Profit After Tax Third Party Interest NET PROFIT -140,008 -165,038 2,420,112 1,811,099 Income 2005 41% N.V. Verenigde 29% 17% 4% 6% 3% Real Estate 4 % Investments 6 % Other 3 % Surinaamse Holdingmij.United Suriname Holding Company 17 Trading 17 % Industry 41 % Shipping 29 % Changes in Shareholders’ Equity 2004 2005 SHAREHOLDERS’ Paid-in Capital EQUITY AT Surplus BEGINNING OF YEAR Revaluation Reserve 17,944 17,944 COMPRISING 6,541,114 5,268,335 20,234,164 14,884,660 26,793,222 20,170,939 2,420,112 1,811,099 Increased with/ Reduced by Profit After Tax Dividend Revaluation -863,900 -538,320 5,381,165 5,349,504 6,937,377 6,622,283 33,730,599 26,793,222 SHAREHOLDERS’ EQUITY AT END OF YEAR Allocation of Income 2005 0% 9% 10% 3% 7% Provisions 3% Income Tax 7% Dividend 6% Surplus 10% Third Party Interest 1% N.V. Verenigde Surinaamse Holdingmij.United Suriname Holding Company 18 33% 31% 1% 6% Personnel 33% Other Overhead Costs 31% Interest 0% Depreciation 9% Consolidated Statement of Source and Use of Funds 2005 SOURCE OF FUNDS Net Profit 2,420,112 Depreciation 1,392,338 Third Party Interest Financial Assets Revaluation Reserve 5,381,165 Provision Deferred Taxes 2,676,589 Warranties FUNDS AVAILABLE USE OF FUNDS Fixed Assets 989,915 Financial Assets 512,919 Repayment of Loans Working Capital FUNDS USED United Suriname Holding Company 19 12,118,811 863,900 Postponed Maintenance Surinaamse Holdingmij.- 72,685 Dividend Revaluations N.V. Verenigde 66,661 109,261 8,345,340 38,332 84,000 1,284,405 12,118,811 Notes to the Financial Statements GENERAL These notes refer to the financial statements. The amounts mentioned below are in Suriname dollars. The foreign currency exchange rates used lie within the range of the official and free market rates. At the end of the year these rates stood at: 2005 2004 US Dollar 2.80 2.80 EURO 3.33 3.69 Included in the financial statements are the figures of the N.V. VERENIGDE SURINAAMSE HOLDINGMIJ.-/UNITED SURINAME HOLDING COMPANY, as well as the subsidiary interests which comprise 100% ownership of: 1. N.V. VSH-SCHEEPVAARTMIJ.-/UNITED SURINAME SHIPPING COMPANY 2. N.V. VSH-TRANSPORTMIJ.-/UNITED SURINAME TRANSPORT COMPANY 3. N.V. VSH-HANDELMIJ.-/UNITED SURINAME TRADING COMPANY 4. N.V. VSH-STAALMIJ.-/UNITED SURINAME STEEL COMPANY 5. N.V. VSH-EIGENDOMSMIJ.-/UNITED SURINAME REAL ESTATE COMPANY 6. N.V. VSH-BELEGGINGSMIJ.-/UNITED SURINAME INVESTMENT COMPANY 7. VSH MARKETING COMPANY LTD. 8. N.V. UNIBLUE SHIPPING 9. VSH-UNITED (USA) L.L.C. and 56.05% ownership of: 10. MARGARINE- EN VETTENFABRIEK N.V./ MARGARINE, FATS AND OIL COMPANY LTD. Valuation of real estate and machinery of the consolidated companies is based on the acquisition price adjusted for inflation, using the above stated exchange rates. Furniture and Equipment is valued at acquisition price. Straight-line depreciation is applied over the economic life span. The following depreciation percentages are applied on an annual basis: - Buildings 2% - 20% - Machinery 5% - 10% - Furniture and Equipment 10% - 33.3% Shares listed on the Suriname stock exchange are valued at the official share price established during the last trading session in December 2005. The value of other securities has been estimated as best as possible. The investment portfolio has increased in value in 2005. 20 Notes to the Financial Statements The shares held in VSH Marketing Company Ltd. and VSH-United (USA) L.L.C. are stated in US dollars and are valued at the US dollar exchange rate stated above. The changes in valuation have been booked to the revaluation reserve after deduction of deferred taxes at 36%. Unless otherwise mentioned other assets and liabilities are stated at face value. FIXED ASSETS Changes in tangible fixed assets during 2005 were as follows: Land and Total Bookvalue 1 Jan. Machinery Equipment 18,212,768 14,279,848 2,765,222 1,167,698 989,915 63,086 322,467 604,362 Investment Depreciation Bookvalue 31 Dec. Furniture and Buildings 1,392,338 547,426 360,755 484,157 17,810,345 13,795,508 2,726,934 1,287,903 Consists of Current Value 27,474,121 19,557,504 4,884,126 3,032,491 Acc. Depreciation 9,663,776 5,761,996 2,157,192 1,744,588 Bookvalue 31 Dec. 17,810,345 13,795,508 2,726,934 1,287,903 Buildings, machinery and furniture and equipment are insured against fire damage. In 2006 the coverage amounts to US$ 7,994,399. INVESTMENTS The investments consist of shares in other companies and term deposits. Valuation of and changes in financial fixed assets during 2005 were as follows: Funds N.V. Consolidated Industries Corporation Assuria N.V. DSB Bank N.V. N.V. Hotelmaatschappij Torarica Surinaamse Brouwerij N.V. Self Reliance N.V. Total Value ABN / Amro Holding Shares BRC shares Nominal Value Per share Share price Value 31-Dec-05 SRD SRD SRD SRD SRD SRD SRD 21,035.370 39,091.870 139.275 12,226.500 64.350 138.850 0.010 0.010 0.025 0.100 0.050 0.010 6.10 2.50 7.68 27.50 51.00 9.30 12,831,576 9,772,968 42,785 3,362,287 65,637 129,130 26,204,383 EURO EURO 5,192.88 1,124.48 0.560 0.560 19.49 0.56 601,833 3,745 26,809,961 Term deposit US$ Term deposit EURO 21 2,072,000 85,531 28,967,492 Notes to the Financial Statements Book value as at 1 January 20,218,494 Investments 512,920 -109,262 Desinvestments Revaluation 8,345,340 Book value as at 31 December MERCHANDISE STOCKS 28,967,492 Merchandise stocks consist principally of raw materials, packaging materials, finished goods, safety and office equipment, parts and other trading merchandise. With the exception of the finished goods inventory they are valued at cost after a deduction of a provision for unmarketable items. The finished goods inventory is valued based on the raw materials and packaging materials used after a deduction of a provision for unmarketable items. Merchandise stocks are insured against fire damage. In 2006 the coverage amounts to US$ 1,232,173. RECEIVABLES Where necessary a provision has been deducted for doubtful debts. INVESTMENTS IN PROGRESS Investments in progress consist of renovation of buildings. REVALUATION RESERVE This represents changes in values of fixed and financial assets. Balance as at 1 January 20,234,164 Changes in 2005 as a result of revaluation: Investments 5,346,889 Subsidiary Interests -1,510 Third Party Interest 35,786 5,381,165 Balance as at 31 December 25,615,329 PROVISON FOR DEFERRED This provision is formed for liabilities which may arise after year-end, due to TAXES differences between valuation for accounting and for taxation purposes. A request for the application of two facilities from the investment code, an investment interest credit and accelerated depreciation for a part of the investments made during the year was submitted to the Ministry of Finance. In the financial statements it is assumed that the request will be granted. This year financial assets have been written up. Merchandise stocks have been written down as a result of the "Iron Stock" valuation method and have been adjusted in 2005 based on the actual situation. A tax rate of 36% is used for the determination of the provision. 22 Notes to the Financial Statements Balance as at 1 January 13,308,027 Changes in 2005 as a result of revaluation: Investments 3,007,625 Subsidiary interests -850 Stocks -30,762 Investments in tangible fixed assets Correction Investments in tangible fixed assets 140,256 -187,419 2,928,850 Reduction in 2005 -195,673 Accelerated depreciation 2003 and 2002 -56,588 Balance as at 31 December 15,948,616 PROVISION FOR Pertains to contactual liabilities for delivered steel structures and products liability of WARRANTIES margarine and butter. PROVISION FOR POSTPONED Provision for postpone maintenance pertains to costs associated with postponed MAINTENANCE maintenance of buildings. LOANS In 2001 DSB Bank N.V. issued a loan on behalf of the Holding Company. The loan amounts to US$ 300,000 and was used to finance the purchase of shares issued by Margarine- en Vettenfabriek N.V. / Margarine, Fats and Oil Company Ltd. in May 2001. The term of the loan is five years with a balloon payment at the end of the term. The intention is to refinance the balance of the loan at the end of the term for an additional five years. The fixed rate is 8.5% per annum. Monthly repayments amount to US$ 2,500. INCOME TAX In June 2003 the Tax Authorities commenced an audit on income tax over the years 1999 through 2001 and a wage and social security withholding tax audit over the years 1999 through 2002. The income tax audit concerns the following companies: United Suriname Holding Company, United Suriname Shipping Company, United Suriname Trading Company, United Suriname Real Estate Company, United Suriname Steel Company, United Suriname Transport Company and Uniblue Shipping. The audit on withholding tax on wages and social security premium concerns United Suriname Holding Company. These audits were to date not completed. The audits at Margarine, Fats and Oil Company Ltd were finalized in February 2003. Income tax obligations for 2005 are specified as follows: Due as at 1 January 250,612 Paid 995,397 Due over 2005 Deferred taxes on stocks Deferrals due Investments in tangible fixed assets Correction previous years 996,226 30,760 287,136 -140,260 130,168 1,304,030 Due as at 31 December 23 559,245 Notes to the Financial Statements OTHER CURRENT LIABILITIES Other current liabilities include mainly transitional payables. SECURITY FOR LOANS AND Some of the real estate is mortgaged for the protection of the lenders listed under GUARANTEES "Loans" above. Furthermore receivables and stocks are assigned to lenders as additional security. For a total of SRD 56,500 bank guarantees have been provided to the customs authorities as security for payment of duties. Counter guarantees have been given to the issuing bank. INCOME Income includes: - merchandise sales after the deduction of costs of goods sold, - maintenance and brokerage services, - the revenues from shipping and port activities, - rental income from real estate, - dividend income from investments, - other income includes income from sale of assets. PROVISIONS Provisions include - Receivables 24 2005 2004 363,583 238,444 - Merchandise Stocks -31,676 61,261 - Warranties 105,163 102,588 437,070 402,293