Inspiring change - B
Transcription
Inspiring change - B
Inspiring change Annual report 2013 SNCB / SNCB-Holding 2 Table of contents 6 Introduction: the major changes of 2013 242013 in Tweets 26Highlights in 2013 28Key figures 303 questions to Jean-Claude Fontinoy, chairman of the board and Jo Cornu, CEO 32Inspiring travel 42Inspiring mobility 54Inspiring stations 66Inspiring our staff 74Inspiring financial management Annual report of SNCB 76 • Financial report 88 • Corporate Governance Inspiring financial management 98• • Financial report 110 • Corporate Governance • NMBS-Holding • NMBS-Holding 3 "You must be the change you wish to see in the world." Mahatma Gandhi 4 2013 is the year of the SNCB metamorphosis. reform of the railways in 2005, Following the fundamental a new structure should help SNCB to achieve more efficient control and improved operational performance. The customer must, more than ever, be the focus point of the company’s vision. SNCB itself will exert even more effort to change. The railways have always been able to adapt to changing circumstances; change is an ongoing task to ensure the future of the company. We also change society: by creating new mobility, by redrawing the urban environment, by stimulating the economy and by promoting sustainable solutions. As a public company with a strong we need to be more than just a social character and as a major player in the mobility , first-rate service: we want to give direction to the society of tomorrow, achieve new solutions for our mobility and build sustainable progress. We want to inspire change. 5 2013 6 2014 The major changes of 2013 New structure of the Belgian railways The tripartite structure of the railways is being simplified. The Act of 30 August 2013 concerned the merger between SNCB-Holding and its subsidiary SNCB. The new company will be called SNCB and it will take over the legal structure of SNCB-Holding. De facto a two-tier model will be created, with SNCB as a railway company (RC) and Infrabel as a railway infrastructure administrator (IM). A new subsidiary, HR Rail, will manage and recruit the staff for both companies. 2 percent of the shares of HR Rail is held by the Belgian State, while the remaining shares are equally distributed among SNCB and Infrabel. The Belgian State holds 60% of the voting rights in HR Rail; the RC and IM each holds 20%. 7 8 The major changes of 2013 Business to Customer The major principle behind the restructuring of the Belgian Railways: all Business-to-Customer activities go to SNCB. This will clarify the missions of SNCB and of infrastructure manager Infrabel and it removes a number of overlapping activities and grey areas. The new SNCB takes over the key customer-focused activities from the former SNCB and SNCB- Holding. The company is responsible for all transport activities (both for passengers and goods), the vehicles, stations and stops, safety and historical heritage. Important change: SNCB will be the sole party responsible for communication with the train passenger. In the old structure, the three companies were each responsible for a part of the communication. Following the reorganisation full control of the stations will be managed by one company (SNCB-Holding controlled the 37 largest stations, SNCB the others and Infrabel the unmanned stops). Infrabel is now purely a Business-to-Business company, responsible for the rail network, railway traffic and contact with train operators. 9 10 The major changes of 2013 Investing in safety, punctuality, comfort and stations The main investments in 2013 obviously comprise the pillars of the SNCB policy: safe and punctual trains, new and modernised equipment for comfort and seats, accessible stations that are connected to the city and the personal safety of passengers, customers and staff. With regard to safety, 2013 was a symbolic year: all trains are now equipped with the automatic stop system TBL1+. Nearly a third of the fleet also has the more sophisticated ETCS safety system, which is an interoperable system that allows traffic across borders without having to use another system. With the influx of the Desiro railcars and modernisation of older equipment, equipment was updated and the number of seats available has increased. Renovation of the station is proceeding at a rapid pace. In more and more cities, stations are transformed to attractive multi-modal transport hubs following developments such as the extension of bicycle parking areas and car parks. The station environment has also evolved through master plans that are aimed at the development of neighbourhoods that have been neglected. Safety and security efforts of recent years continued in 2013: aggression against staff decreased, while the installation of cameras in stations and trains increased a sense of security. 11 12 The major changes of 2013 Multi-Year Investment Plan (MIP) of SNCB Group approved The Cabinet has given its approval in July 2013 for the multi-year investment plan (MIP) of the SNCB Group *. The plan sets out the budgets needed for the investments of the track group during the period 2013-2025. In total, it concerns nearly EUR 26 billion. The MIP provides EUR 2.6 billion for regional projects considered as priorities. More than EUR 5.2 billion has been earmarked for safety, which includes the introduction of the ETCS safety system, while EUR 3.54 billion is intended for the renewal and expansion of transport capacity. More than EUR 8 billion has been allocated for the network, EUR 2.07 billion for stations and stops and EUR 456 million for parking facilities. EUR 1.3 billion will be invested in the Regional Express Network the rail transport for (infrastructure and equipment). To improve the accessibility of people with reduced mobility , the MIP allocated EUR 400 to 450 million. * The 2012 annual report of SNCB-Holding provides more detail into the investment plan. 13 @ SNCB 14 The major changes of 2013 SNCB on Twitter With the launch of the Twitter account @NMBS/@SNCB in October 2013, the company is taking an important step towards more transparent and rapid communication with its customers and stakeholders. The launch was an instant success. At the end of 2013 the account had 15,208 followers. The company's account follows a number of targeted accounts. SNCB-Holding had already embraced social media in the past, including successful recruitment campaigns. The Train World railway museum, scheduled to open in the near future, already has a popular Facebook page. The 37 largest stations in our country, e.g. Antwerpen- Centraal, Gent-Sint-Pieters, Leuven, Liege and Charleroi, also have individual Facebook pages. With the ex-SNCB, SNCB Europe acknowledged its responsibility for international traffic and for a successful presence on Twitter and Facebook. 15 16 The major changes of 2013 Rise and Fall of Fyra A striking aspect in international traffic in 2013 is undoubtedly the discontinuation of Fyra, the new high-speed train between Brussels and Amsterdam. Since the start of the project, SNCB took a cautious approach regarding hazards: in contrast to the original setup, SNCB would only purchase 3 sets and not 9. Bank guarantees were concluded to prevent the loss of advance payments if the contract was not properly executed. This proved to be a good strategy as the launch of the train did not proceed smoothly. Already on 17 January, just weeks after the commissioning of the first trains, SNCB and NS suspended the train service after major problems with winter weather. The accumulation of defects, errors or failures forced DVIS, the Federal Office of railway safety, to withdraw the homologation so that Fyra trains could no longer circulate on the Belgian network. The same thing happened in the Netherlands. The expert reports ordered by SNCB showed that repairs of the many defects of the train sets would be a complex and time-consuming task. SNCB thus decided on 31 May 2013 to cancel the purchase of trainsets and to stop Fyra. In order not to leave the passengers between Belgium and the Netherlands in the cold, a traditional train service was started in January, which was systematically expanded. 17 e b . b .snc w w w 18 The major changes of 2013 Smoother trips through electronic applications Following the introduction of new electronic applications, SNCB has made it easier to travel by rail. A new website was launched in 2012 with more information and to facilitate purchase opportunities that more and more customers started using. In 2013, a daily average of 120,000 unique visitors consulted the website. The mobile apps for various platforms are also widely used (currently more than 1,000,000 downloads). Important premiere: on 19 March 2013, the first train passengers received their MOBIB cards. The new chip card is intended to replace paper tickets. Initially approximately 410,000 subscribers received MOBIB cards. During the next few years, the card may become a single public transport pass since all public transport companies in Belgium share the technological platform for this chip card. After MIVB, De Lijn and TEC will also be integrated into the system. In June 2013 SNCB started using new vending machines. A total of 740 machines were distributed all over the country by mid-2014. This does not only mean more machines, but also more outlets in strategic locations. Initial results showed that the new machines attracted more customers than the previous machines. 19 20 The major changes of 2013 Stations redrawing cities and their mobility In 2013 work began on a new station in Bergen, while work started on the station area in Mechelen. The projects eminently illustrate the new dynamic of the stations. In the last ten years a lot of ambitious plans were drawn up, whereby the stations were redrawn according to new mobility: multi-modal and multifunctional. The station area has undergone a metamorphosis not only in terms of mobility, but also full integration into the urban environment to ensure that space is available for working, living and all sorts of other activities. A number of new projects are planned for the next few years and not just for the big stations. Many smaller stations, stops and including the network of the Regional Express Network, will be renovated or replaced, often with a focus on the wider environment. Belgian stations also drew attention across the borders: in 2013, Luik-Guillemins and Antwerp Central surfaced in several top-10 lists of the most scenic stations in the world. 21 22 The major changes of 2013 Record number of recruitments With 2,044 recruitments in 2013, the railways established a new recruitment record. The campaign launched by SNCB-Holding has been running for most successful seven years and it is undoubtedly one of the of its kind. The railways have a workforce with a large percentage of people between the ages of 50 and 60 and it is therefore faced with a large outflow of employees who will be retiring. Recruiting hundreds of new employees is a challenge in itself; it is even more difficult when there are very few people skilled to perform the work. SNCB is primarily looking for technicians, engineers, computer scientists and train drivers who are expected to have the technical knowledge required. Thanks to a consistent and qualitative approach SNCB has succeeded up to present to encourage newcomers to follow a career at the railways. 23 2013 in Tweets (influential tweets) @SNCB Good morning! Starting today we will also communicate with you through Twitter. Welcome aboard! ^MD #SNCB (24/10) @SNCB Tomorrow we will keep you updated from 5am about the situation on the network due to the strike, e.g. via this map http:// bit.ly/SNCB_Grève... #SNCB (04/11) @lpantwerpen #bomb alert Central Station Antwerp. WDN buildings and pre-metro stations evacuated. Simonsstraat-Plantin Moretuslei and De Keyserlei closed. @SNCB (27/12) 24 @SNCB We will keep on repeating until everyone does it: stand on the right side of the escalators to allow walkers to pass on the left. #courtesy #SNCB (19/11) @stationschefbmo #sncb on twitter, with yours truly! Done with real time info on this account, follow @sncb (24/10) @geertnoels "Brussels-Antwerp slower by train than in 1935" - if Google functioned like the SNCB, we would send our searches per pigeon (23/11) @karelvaneetvelt SNCB put extra trains for union demonstrators but also warns of discomfort caused by railway demonstrations. May I be outraged? (20/02) @ivomechels Please. First let trains run on time, then open a Twitter account, instead of vice versa. (24/10) @minijeffrey Stop the aggression towards train attendants. Because Less is More @SNCB @NMBSocial @StationschefBMO (30/11) @stationschefbmo The day that #sncb opens a twitter account and provides a twitter wall in all (major) stations, the entire communication problem will be solved. 25 04/05 Derailment of a freight train in Wetteren 04/01 SNCB Europe meets the Commission for the Protection of Privacy after the leak of a file with personal data 11/01 Cabinet approves the reform of the SNCB-Group 15/05 Project Blankenberge new station starts 16/05 SNCB receives award for best mobile interface 19/03 Intermodal chip (MOBIB) primarily for commuters with an annual subscription 22/05 SNCB Group staff contacts Ford Genk employees 14/01 Launch of a new assistance service for sellers (Sales Help Desk) 19/03 Bergen Station moves 18/01 SNCB performs well in a Mystery Shoppers survey for assistance with PPE 27/03 Legendary locomotive type 12 transferred to Kinkempois for renovation 21/01 SNCB suspends the purchase of Fyra sets and declares AnsaldoBreda to be in default 29/05 Working Corner set-up in Brussels-South, a flexible and temporary workspace 31/05 SNCB cancels purchase of V250 sets from AnsaldoBreda MARCH JANUARY MAY 2013 JUNE FEBRUARY 01/02 SNCB and NS work together: direct train from Brussels -The Hague from 18 February 01/02 Steam train "Type 29" to Bruges for major service 07/02 End of cash payments for passengers is an essential stage in the fight against cable theft 26 16/05 34th edition 20 km from Brussels - SNCB Group attracts more than 1,000 runners 13/06 Transurb Technirail celebrates 40th anniversary APRIL 09/04 BeMobEx, new Belgian cluster for urban transport and rail 18/06 Brussels Central Station achieves ISO 14001 certification 29/06 Train service restarted following derailment of freight train in Wetteren Highlights in 2013 05/07 Court of Milan serves a ruling in favour of SNCB in the Fyra case 11/07 SNCB and SNCF strengthen their cooperation in Thalys 21/07 More capacity and night trains for the coronation of King Filip and the national public holiday 01/09 SNCB transported more than 2.5 million passengers to the coast in July and August 20/09 Appointment of Jo Cornu as CEO of SNCB 21/09 SNCB Family Day in Pairi Daiza attracts 18,000 participants JULY 26/09 NMBS claims compensation for damages and interest from AnsaldoBreda 13/11 Jo Cornu accepts his duties as CEO of SNCB for a period of 6 years 18/11 Work started on the renovation of Arlon station, an investment of EUR 3 million NOVEMBER SEPTEMBER 2014 OCTOBER AUGUST 02/08 Security staff on train, metro, tram and bus may from now on ask for proof of identification 21/10 New Board of SNCB announced 24/10 SNCB now also informs passengers via Twitter DECEMBER 03/12 Liège-Guillemins is backdrop for The Fifth Estate, a film about WikiLeaks 06/12 Initial ground breaking for Park & Ride of Louvain-La-Neuve, largest P&R in the Benelux 16/12 The Corporate Security Services SNCB service obtains ISO 9001 certification 18/12 All domestic SNCB trains are equipped with TBL1 + 27 Key figures SNCB (according to BE-GAAP) € € ebitda turnover result total assets investments EUR -93.1 millions EUR 2,122.6 millions EUR -330.7 millions EUR 6,168.5 millions EUR 604.0 millions passengers total passengers national international passengers stations and stops number of seats 232.5 millions 223.0 millions 9.5 millions 550 +2.0% -0.1% +0.6% +19.8% Europe 330,367 (2012: 324,981) bevoorrading tractie-energie diverse (Technics & Corporate) andere Logistics andere exploitatiekosten number of trainsdotaties average (excl. woon-werk per day satisfaction week: 3,708 weekend: 2,049 28 /school) Mobility 6.51/10 Freight Services (2012: 6.49/10) punctuality personeelskosten punctuality (neutralised) vergoeding infrastructuur 85.6% -1.6% 90.4% -1.6% drive past signals 66 -14.3% SNCB-Holding € SNCB Group consolidated * (according to BE-GAAP) € € € ebitda ebitda turnover result EUR 144.1 millions EUR 2,613.3 millions EUR 150.8 millions +15.1% +5.8% 6.168,5 EUR mln. 30.5 euro million -83.1% +63.1% turnover total assets investments EUR 11,632.8 millions EUR 165.1 millions EUR 1,400.7 million -11.5% result EUR -487.0 million -133.1% employees SNCB employees SNCB-Holding recruitments SNCB Group 18,122 FTE 3,782 FTE 2,044 (1/1/2014) (1/1/2014) total assets EUR 29,063.4 millions * Consortium: including subsidiaries (according to IFRS) 29 3 questions to Jean-Claude Fontinoy, chairman of the board, and Jo Cornu, CEO What was 2013 like? The new structure also enables a good collaboration between Jean-Claude Fontinoy: “For the railways, 2013 was the year rail operator SNCB and Infrabel, the infrastructure manager. of restructuring. In January 2013, the government decided Thanks to the new joint subsidiary HR Rail, the personnel to convert the Holding Structure to a structure with two companies (SNCB and Infrabel), with a redistribution of management of the two companies is shared so that they do not compete to recruit employees. In addition the National Joint Commission and the unity of the charter was preserved." activities. A new financial and legal framework had to be defined. This undoubtedly created a lot of uncertainty and ambiguity for the employees of Jo Cornu: “At the end of 2013 I accepted my assignment at SNCB and it is obviously difficult to speak about the work of my predecessors. If we look at the performance, I see progress in many areas: heavy investment was for instance made in the three companies, security systems, the purchase of new trains, stations and as the evolution to the parking space for cars and bicycles. But there are a few things new structure was to be we need to improve on. When we consider punctuality, 2013 implemented in a very short time. was a black year. There are various causes for this and we hold the key in part to embrace this problem. For example, certain procedures are very time consuming, which need to be One of the major challenges simplified in the future. Some work also still needs to be done of the railways continues with regard to awareness. Attention to the timely departure of to be the management the first trains can avoid a many minutes delay and reduce the of the debt it carries; a well-known snowball effect. In December Luc Lallemand, CEO proportional allocation of of Infrabel, and I sent a letter to inform the relevant employees assets and liabilities to the about its importance. The financial results of the former SNCB new railway companies was require changes: expenses must be reduced dramatically and therefore crucial to ensure we need to tap into new avenues to increase our income. The their viability. introduction of a Marketing & Sales department must lead to a new commercial approach, with the main purpose to increase revenue." Jo Cornu 30 Jean-Claude Fontinoy What do you expect for 2014? How do you see the role of the "new" SNCB? Jean-Claude Fontinoy: “We need to rebuild trust with our Jean-Claude Fontinoy: “The objective of the government has customers, improve operational performance, achieve a been clarified by the new structure. As a business-to-customer recurring operating result and set an ambitious goal for our company SNCB is fully responsible for travel-related activities, net income. At the same time we need to set up a new while Infrabel focuses on the maintenance and modernisation company strategy, in line with the 2013-2025 multi-year of the infrastructure and contacts with rail operators in a investment plan, the transport plan in 2014 and the new business-to-business context. Activities and responsibilities management contract that must still be negotiated with are more clearly delineated than in the previous structure. But the government. The European Union adopted its fourth even with this two-tier structure, cooperation will be crucial railway package early in 2014, which opens the door for the to progress. The evolution of our mobility requires more rail liberalisation of domestic passengers. We must therefore transport, even in the most conservative scenario. In recent assume a vigilant attitude towards the introduction of decades, SNCB and Infrabel have proven that they can achieve competition. We need to increase our efficiency, improve our a modal shift. In order to cope with strong demand in the next service and reduce our expenses.” few years, the government should take measures to promote more balanced and sustainable mobility measures.” Jo Cornu: “One of my priorities is punctual trains. Labille, Minister of Public Enterprises, has repeatedly made it clear Jo Cornu: “I see it as my main task to bring the company to a that he expects to turnaround this matter shortly. A second new operational level to ensure that our passengers and our priority, as the President pointed out, is to improve our cost principal shareholder are satisfied. The new SNCB must once structure. In addition to efforts to be more productive and again become a company that everyone can be proud of: staff, more effective, I expect much from the new commercial customers and stakeholders. The railways play an important policy. We need to evolve to flexible rates and increase our role in the economy of our country. Everyone benefits from emphasis on innovation in terms of products, distribution a strong SNCB. We must therefore ensure that we are ready and communication. Innovation is also important when it for the coming liberalisation: a solid cost structure and comes to service: for example, why should we not offer performance are the best guarantee for the future and we Internet on trains and give our customers the opportunity to need to focus on that in the coming years, provided that the make optimum use of their time? 2014 will be an important authorities provide us flexibility to develop: current pricing year in terms of train services: in December we will launch a conditions, for example, are slowing improvement in revenue. completely redesigned transportation plan. That plan better We should be able to reach a rational solution.” addresses the demand for mobility, taking into account the capabilities and limitations of the rail network, it is structurally more robust and it must contribute to better punctuality." 31 32 Inspiring travel SNCB carried a total of 232.5 million passengers in 2013, an increase of 0.6%. For national and international traffic, a significant change compared with 2012 has to be taken into account: the management of the Benelux trains was transferred from SNCB Mobility to SNCB Europe. On the basis of comparable parameters, the number of passengers in domestic traffic grew by 0.5%, and there were 1.3% more international passengers. SNCB Mobility introduced a number of major changes in 2013: the Mobib smartcard which primarily replaces paper train tickets, was brought into use in March, the first new ticket machines were introduced in May and the Twitter account launch followed in October. For SNCB Europe, despite the problems with Fyra, 2013 was a good year in which Thalys was able to build further on its strong position. 33 Domestic passenger transport: growth and efficiency That growth must be accompanied by a substantial For the next few years, the strategy for domestic passenger aspects such as safety and punctuality, the central transport focuses on three key points: growth, service and considerations are above all passenger information (in real efficiency. In recent years, the strong growth in traffic has time) and smooth purchasing options and deals. In recent slowed slightly, but as mentioned in previous annual reports, years, with the renewal of its website and the launch of its SNCB assumes average future growth of 2% in the number app for various smartphone formats, SNCB has already made of passenger-kilometres (basis: Planning Office forecasts, see great efforts to assist the customer and offer extra service. In SNCB annual report 2012). It is not surprising that the steep the years ahead, comprehensive door-to-door guidance and increase in rail transport has flattened out somewhat: the support must enable customers to manage their journeys economic context and its impact on employment mean that with even greater ease and speed, and keep them informed of there is no significant growth in the segment where rail gets traffic news in real time while they are on the move. improvement in service. Here, in addition to operational most of its customers: commuting. For domestic traffic, growth will need to come mainly from other market segments, such as travel between home and school and the leisure segment, which definitely still has potential. Traffic growth 1995 - 2012 (passenger-km, national + international) 180% 160% 140% 120% Rail experiences record growth 100% Between 1995 and 2012, rail traffic grew by an impressive 60% - far better than all other types of transport. Road traffic increased by 19% over the same period, and tram, bus and 80% 1995 2000 2005 2010 2012 metro by 43%. 34 This shows that a sustained policy of promoting public car + van + motorcycle bus, tram and metro transport bears fruit. train total With a view to the liberalisation of the domestic market, SNCB also plans to increase efficiency over the next few years. A first important step is ISO 9001:2008 certification, awarded to SNCB Mobility on 12 November 2013 for the following activities: • operation of national and short international passenger transport and determination of transport provision; • development, management and distribution of the product range through various sales channels; • passenger reception and on-train assistance. In the next phase, the focus will be on a process-based approach and proactivity. The focus must shift from problem solving to continuous improvement. SNCB wants to further improve customer service and facilities. Number of domestic passengers (millions) Passenger-km domestic transport (millions) 230 230 220 220 210 210 200 200 190 190 180 180 170 170 2005 2006 2007 2008 2009 2010 2011 2012 2013 2005 2006 2007 2008 2009 2010 2011 2012 2013 177.6 187.5 196.6 206.2 210.1 215.1 221.3 223.3 223.0 8,111 8,521 8,851 9,249 9,361 9,541 9,890 9,906 9,871 inspiring travel 35 SNCB app downloaded in large numbers The SNCB app is a free mobile application for iPhone, Android or Java. It contains a door-to-door journey planner, the train timetable in real time and a GPS component so that you need never get lost again. In 2013, the iPhone app was extended to include a purchase module and an app for iPad was launched. By the end of 2013, the various formats had been downloaded 850.000 times. 14% more passengers to the coast During July and August, SNCB carried more than 2.5 million passengers to and from the coast, 14% up from the previous year. On peak days such as Sunday 7 July and Friday 2 August, more than 70,000 passengers travelled by train to and from SNCB electronic applications meet with strong succes. the coast. The most popular destination was Ostend, followed by Blankenberge. During the summer months, SNCB focuses its provision on these thousands of additional passengers who opt for Changes in passenger numbers per ticket type (millions) the train for their leisure trips. Thus between 22 June 2013 and 1 September 2013, tourist trains (ICT trains) were laid on to popular destinations. 2012 2013 Difference Tickets 45.2 44.4 -1.8% Journey cards 16.5 17.0 2.8% Railcards 154.9 157.0 1.3% Subtotal 216.7 218.4 0.8% TCV/EBS* 6.6 4.6 -30.3% 223.3 223.0 -0.1% Total* * On a comparative basis (including Benelux train), the TCV/ EBS segment counted (cross-border traffic and traffic from the border) 6.1 million passengers in 2013 (-7.9%), while the total was 224.5 million passengers (+0.5%). 36 Without the customer have to ask for it, and without any problems, SNCB wants to make the service provision process better, easier, faster and cheaper. Turnover domestic transport (million €) 620 610 With the loss of the Benelux train from domestic transport 600 provision, the number of domestic passengers fell slightly (-0.1%) to 223.0 million. Using comparable parameters for 2012, the number of passengers increased by 0.5% (224.5 million). In any case, the upwards or downwards change from 2012 was slight, and an additional increase will only be achieved if rail services are also overhauled, as set out in the 590 580 570 2010 2011 2012 2013 577.0 598.9 612.5 611.3 new transport plan to be launched in December 2014. Change in turnover Compared with the same period last year, turnover slightly Passes on the increase again decreased by 0.2%. The loss of turnover due to the loss After a difficult year in 2012, passes performed better again of the Benelux train was thus almost entirely offset by the in 2013 (+3.8%). The Rail Pass continues to sell well (+8.6%). increase from other products, especially passes and season Customers making longer trips in particular stand to benefit tickets. Sales of tickets (+1.7%) increased due to the strong considerably from purchasing a Rail Pass. Young people have performance of the temporary B-Excursions and because of become rail-focused again: the Go Pass achieved good results the price effect (fare increases in February). Young people’s (+4.0%), thanks entirely to an increase in volumes. Here, the tickets (+47.0%) and promotions (+2.9%) also contributed to fact that the price was kept at the same level had a positive the increase in turnover. Promotions such as the Valentine Duo effect on passenger numbers. Only the Key Card continued to Deal, the Summer Deal, the Web Deal and the Mobility Deal decline (8% turnover decrease). are proving popular with the public. Only the Shopping Deal (year-end promotion) performed less well on the market. Railcards: more income, fewer passengers All railcard-categories did better than the previous year. Nevertheless, the average growth in passenger numbers in 2013 was lower than in the previous year. This is a first sign that saturation point is gradually being reached, especially in commuting. Despite this, more third-party payer contracts inspiring travel 37 were again signed in 2013 for free commuting for companies Turnover by sales channel in the private sector (if the employer pays 80% of the price, 5.7% the government contributes the remaining 20%). By the end of other 2013 there were 8,001 such contracts in the private sector. 3.8% train New ticket machines successful 79.2% ticket offices Ticket offices definitely remain the main sales channel for SNCB, but the introduction of the new ticket machines has 4.3% been a clear success: income rose by 33.8% compared with internet 7.0% the previous year. The machines are more user-friendly, less ticket machines liable to break down and offer a wider range of products. They are also being located more visibly in stations, so that they come across as a clear alternative to the ticket office. Internet sales are also on the rise, with a turnover increase of 19% from 2012. Quality barometer (percentage of passengers giving a score of 7/10 or more) Customer satisfaction: status quo Overall customer satisfaction remained at its previous level overall satisfaction in 2013: passengers gave an average score of 6.51/10 compared with 6.49/10 in 2012. There is a status quo in terms SNCB-staff on the trains of numbers of satisfied customers. However, progress was SNCB-staff in the stations made on certain points: SNCB staff were again rated highly, purchase of ticket/card welcome / service in the stations improving still further on 2012. The purchase of tickets and the comfort on the trains price of train journeys were also more favourably rated. The information in the stations dismal punctuality figures for 2013 did not lead to a further cleanliness of the stations drop in approval scores in this respect, although a 29.5% level cleanliness of the trains of customer satisfaction is obviously far from adequate. The price fall in the cleanliness of stations was significant: the number information on the trains of satisfied customers fell below the 60% level here. The frequency of the trains punctuality of the trains message from customers is clear, and determines priorities at 20% 30% 40% 50% 60% 70% 80% 90% 100% 2012 38 2013 SNCB: among other things, the reorganisation of the railways needs to bring about a substantial improvement in the poor level of punctuality. International passengers (millions) 10 9,5 Customer interaction Train passengers contacted SNCB en masse in 2013. The Contact Centre received 554,346 calls (+5.4%) and 53,854 e-mails (+10%). The fact that 2013 was a bad year with regard to punctuality can be seen from the increase in the number of applications for compensation (105,531 or + 31%) and 9 8,5 8 7,5 7 the amount paid (EUR 1.6 million or +22%). Anomalies were 2005 2006 2007 2008 2009 2010 2011 7.7 8.0 7.7 8.1 7.6 7.6 7.9 2012 2013 * 7.9 9.5 established with 554,079 travellers, which is an increase of 7.1%. These are travellers who did not have a ticket or who International passengers-km (millions) had a pass that was not completed correctly, who travelled in the wrong class, etc. Services to persons with reduced mobility are gaining interest. 1.050 1.000 The central office has received 36,365 requests for assistance, or 1.5% more than in 2012. This number excludes direct requests for assistance at the stations. International passenger transport: growing in a liberalised market SNCB Europe has been operating in an open market since 2010, and is primarily active at two levels: • as a carrier: cooperation agreements with Thalys, SNCF (TGV 950 900 850 800 2005 2006 2007 2008 2009 2010 2011 2012 2013 * 876.4 909.5 890.5 938.2 897.1 926.9 958.1 951.2 1,014.8 * Benelux passengers included Brussels-France) and DB (ICE), individual operator (EuroCity to Basel, IC The Hague known as the Benelux train and Treski), • as a distributor: sales of international tickets and complementary products via Internet, contact centre, stations and travel agencies. inspiring travel 39 Passengers per type of train Passengers per type of product (millions) The acquisition of the Benelux train has given SNCB Europe a 2012 2013 Difference Thalys 6.4 6.7 3.1% this change, international traffic was up 1.3%. This was TGV 1.0 1.0 -4.2% mainly due to Thalys. In October 2013, Thalys welcomed its The Hague Express* 0.1 1.5 - 100 millionth passenger. The dark red train obviously owes Regular 0.3 0.3 -17.1% its success to the disappearance of Fyra from the Belgium – Total* 7.9 9.5 19.8% sharp boost in passenger numbers (+19.8%). If we disregard Netherlands route (+46.3% passengers), but the number of passengers travelling to Germany is also up (+2.7%). * According to comparative parameters (excluding Benelux trains) The Hague Express segment is not included for 2013, which shows a total of 7.9 million passengers in 2013 (+1.3%) compared with 7.8 million in 2012. Between Brussels and Paris, the strongest link, there was a 3% drop, mainly due to the economic situation and the underperforming French market. Customer satisfaction reached a new high of 87.3%. The punctuality rate of 90.6% was undoubtedly one factor in this. The Brussels-France TGV has experienced a slight downturn in business, mainly due to the disappearance of the Brussels – Furthermore, SNCB Europe supervises the SNCB parts in Eurostar and operates as a service provider to other carriers. For the future, there are further big changes to come. SNCB and SNCF want to reshape the strong Thalys into a full rail operator, by analogy with what Eurostar has done. This will enable the brand to respond even more efficiently to the growing competition and raise its customer service to an Passengers per type of train even higher level. Subject to approval by the competition authorities, this could happen by early 2015. In 2013, SNCB’s international business was marked by the end of the Fyra project, the high-speed train that was to connect Brussels and Amsterdam. In order to avoid leaving passengers wanting to travel between Belgium and the Netherlands stranded, a solution was found in January to relaunch and overhaul traditional train services. 40 10% 4% classic TGV 16% ICZ Brussels The Hague 70% Thalys SNCB Europe wins BeCommerce Award 2013 Turnover from international traffic (million €) for the webshop with the best mobile application. The professional award was made in recognition of SNCB’s efforts to integrate the latest communication technologies in its services to customers. “The Belgian Railways received the award because they 270 250 have responded perfectly to the increasing demand from Internet users wishing to purchase tickets via a smartphone,” stated the interest group BeCommerce in its press release. 230 210 190 170 popular, partly due to the limited frequency and alternatives in the shape of high-speed trains via France and Germany. 2007 2008 2009 2010 2011 2012 2013 213.8 225.7 212.8 236.1 235.1 240.3 259.3 300 9% 8% 26% 26% 25% 31% 36% 36% 34% 250 10% 200 29% Turnover growth from international traffic 150 Despite the loss of Fyra, SNCB Europe’s income still grew 100 further (+7.9%). This is primarily due to the Benelux train and 50 the extra income on the Thalys Brussels-Netherlands route. As 0 was the case in 2012, passenger transport activities account 2006 200.9 Turnover per sales channel (million € and marketshare) Bordeaux link. The regular EuroCity to Basel (3% of the passengers transported by SNCB Europe) is clearly less 2005 185.5 telesales agencies 30% internet station 2011 2012 2013 for the bulk of SNCB Europe’s turnover. The website became the leading overall channel in 2013, ousting the stations from Turnover per activity 1% the number one position. International customers are far more accustomed than domestic rail passengers to booking their journeys online. SNCB Europe has responded to this factor with a very user-friendly site that is constantly evolving, and a smart online marketing strategy. In a highly competitive 20% other distributor 79% carrier market a dynamic, demand-oriented distribution strategy is the only way to assure growth. inspiring travel 41 42 Inspiring mobility The complex rail system plays a key role in our mobility, but its relevance is dependent on good operating performance. The train must be synonymous with safety, punctuality and comfort. Safety is and will remain the first priority, and SNCB made substantial progress in this respect: in 2010 management committed itself to equip all rolling stock with the TBL1+ safety system by 2013 and this has been done. Due attention is also being paid to other safety issues, to ensure both the personal safety of passengers and staff and the proper functioning of the rail network. Punctuality significantly deteriorated in 2013, primarily because of the long winter, but the first months of 2014 show signs of improvement. Comfort is above all about providing sufficient seating, and as a result of the delivery of the Desiro railcars the number of seats is steadily increasing. Ultimately, mobility by train is dependent on a carefully devised service offering. In 2013, SNCB completed its transport plan for December 2014, which involves a major revision of the rail service and, because of its more robust structure, must also help ensure improvements in punctuality. 43 Safe train traffic: from TBL1+ to ETCS Installation of ETCS in 2013 The installation of the TBL1+ automatic stop system was completed in 2013. As a result, the safety level of railway Total fleet traffic has increased substantially. In practice, this has been ETCS 30.8% 369 TBL1+ 69.2% 829 achieved in a number of ways: in older rolling stock, TBL1+ 1.198 has been retrofitted through specific modules (control signals, antenna and train operation). This relates to the type 21/27 locomotives, the pre-2000 railcars (two-unit, four-unit, diesel cars and the type 77 diesel locomotives. On other, Public safety: an impressive safety mechanism usually more recent rolling stock, the existing ETCS equipment SNCB’s safety policy focuses on maintaining a presence in is used under the TBL1+ system. public spaces. The Securail agents are deployed for maximum The latest Desiro railcars are supplied with ETCS and TBL1+ presence in stations and on trains. An average of 452 Securail active. As mentioned in previous annual reports, SNCB is agents are responsible for preventive patrols and interventions aiming for a complete ETCS fleet by 2023. on SNCB property and on the trains (e.g. in the event of Sprinter, Break, MS96), the M4 and M5 cab cars, the type 41 accidents, bomb warnings, graffiti, illegal traffic on the tracks, Percentage rolling stock equipped with ETCS 100% 80% 26% 60% 31% 40% 20% without ETCS with ETCS 0% 2014 44 2015 2016 2017 2018 2019 2020 2021 2022 2023 Public safety: an impressive safety mechanism public safety human presence legal framework technology collaboration with local partners rapid and appropriate response etc.). In addition, an impressive array of technology is in place Through partnerships with the various partners active in and to support Securail. With 3,671 surveillance cameras spread around the stations, SNCB contributes to a safe and pleasant across 106 stations and 1,010 surveillance cameras at 133 station environment. At present, there are partnerships in other sites (sidings, administrative buildings, cable parks, place with 94 municipalities, 63 police zones, 19 judicial etc.), the control rooms can monitor what is going on closely. districts and 176 stations. This results in actions such as In 2013, internal services, the police (including the SPC) and graffiti jams, campaigns against pickpocketing and bicycle the public prosecutor together requested images 3,744 times. theft or joint patrols with the local police. 76% of these requests yielded a positive result. At the heart of the security approach is the Security Operations Center (SOC), the national control centre for security-related incidents. In 2013, it received 82,429 calls, 3% more than in 2012. The emergency number is becoming more and more widely known: in 2013 it received 5,835 calls (91% more than in 2012). Feeling of security increases The quality barometer indicates that our customers are feeling noticeably safer. Whereas 77% of respondents said they felt safe in the departure station in 2012, that figure rose to 80% in 2013. Likewise for station car parks, there was a score of 79% in 2013 compared with 71% in 2012. 86% of passengers said they felt safe while on the train, compared with 80% in 2012. inspiring mobility 45 Aggression against staff remains top priority (62, up 41%). In order to reduce aggression against train The SNCB master plan against aggression contains 55 action guards, surveillance cameras were installed in the Desiros in points that led to a clear decrease in the number of incidents 2013. Securail also works closely with the train guards and last year. Ticket Control Teams (Tico teams). In the majority of cases, In 2013, there were 1,276 cases of aggression towards the aggression occurs when a passenger is found to have an SNCB staff, down 6%. The majority of these incidents involved invalid ticket. the train crew (1,074 cases of physical or verbal aggression). In 2013, the Corporate Security Service organised a large- This is a decrease of 9% compared with 2012, when there scale survey of staff who come into contact with the public. were 1,178 cases. The other cases of aggression targeted They were asked about feelings of insecurity and the extent to operational and sales staff (140, up 2%) and Securail agents which they face harassment from third parties. The Corporate Security Service intends to propose new measures to combat aggression based on the analysis of the results. Punctuality: a black year Sadly, the positive trend that started after 2010 did not Evolution of punctuality continue in 2013. Only 85.6% of trains ran on time, compared 97% with 87.2% in 2012. The neutralised average also declined, 95% from 92.0% to 90.4%. One of the main reasons was undoubtedly the exceptionally long winter, with a particularly 93% cold March (the coldest since 1962, according to the weather 91% statistics). 89% The number of cancelled trains increased. The number of 87% total cancellations rose from 6,898 in 2012 to 7,887 in 2013, while partial cancellations increased from 12,071 to 12,693. 85% 1998 2001 2004 2007 2010 2013 Cancellations represented 1.59% of the total number of train services provided (1.42% in the previous year). This is without without neutralisation with neutralisation counting the trains cancelled after the derailment of a freight train in Wetteren on 4 May. No fewer than 6,805 trains had to Neutralised punctuality: punctuality figure that only takes account of delays caused by the operation of the railway, excluding external causes (weather, cable theft, etc.). This figure is an indicator of the performance level of the railways themselves and therefore does not reflect the experience of travellers (= punctuality without neutralisation) 46 be cancelled as a result of the complete stoppage of rail traffic for several weeks on the Gent-Dendermonde line. Cable Thefts: 40% less following National Action Plan Causes of delays On 23 May 2013 the fight against copper thieves commenced 5.8% other 20.9% Infrabel with the launch of the National Action Plan against cable theft, including a symposium that was organised for more than 200 stakeholders. The enhanced surveillance of Securail, actions in 37.1% cooperation with the Railway Police, technical procedures and third parties new legal provisions seem to have put a spanner in the works of the thieves. In 2012 there were still 1,362 cable thefts and 36.2% SNCB in 2013 this number dropped to only 810 cable thefts, which is a decrease of 40%. SNCB’s share in responsibility for delays increased slightly from 35.1% in 2012 to 36.2% in 2013. Damage to rolling stock was responsible for a large proportion of these delays. The rejuvenation of the train fleet should ultimately reduce the proportion of train breakdowns. However, new trains can also suffer from faults. The type 18/19 locomotives do well, with a technical fault every 10 months on average. The Desiro railcars contended with teething problems on certain lines. SNCB has devised a plan with manufacturer Siemens to boost reliability systematically (e.g. by replacing semiconductors, adjusting doors and checking cabling). Infrabel’s share (infrastructure problems) increased from 18.7% to 20.9%. Delays caused by third parties fell from 40.3% to 37.1%. This category includes, for example, extreme weather conditions, chief among these being the heavy snowfall on 12 March, which resulted in 12,769 minutes of delays. Other forms of third-party delay include cable theft, suicides, people on the track and vandalism. SNCB is responsible for 36.2% of delays. These are predominantly due to train breakdowns, which affect rail traffic. inspiring mobility 47 The transport plan 2014 is more realistic, more robust and focuses on improved punctuality. Transport plan 2014: responding better to mobility needs and the expansion of our security systems and procedures are A transport plan is like a blueprint for rail traffic: it defines All these developments have been integrated into the the lines on which and the timetables by which all trains on existing framework of the transport plan, but the plan’s initial the railway network operate. The current SNCB transport plan coherence has ultimately been undermined, and this makes dates from 1998 and was initially planned for a period of the rail service more liable to problems. A single incident can seven years and a 35% increase in the number of passenger- be enough to trigger a snowball effect. also affecting journey times. kilometres. Between 1998 and 2012, however, the number of 48 passenger-kilometres increased by as much as 70%. SNCB has therefore put four years of work into a new transport Other factors have increased the pressure on the old transport plan which is more robust, more realistic and focuses on plan: the growth in the range of services following the improved punctuality. However, a more realistic plan means introduction of the high-speed lines, the creation of nine extra that the average journey time becomes a little longer – IC and IR connections, the start-up of major rail construction firstly due to all the changes in rail transport that have been projects (for RER), and regular maintenance and modernisation mentioned, and secondly due to choices in the new transport work on the network (the number of such projects has doubled plan such as additional stops. For example, the commercial over the last five years). The use of longer trains (extra seats) speed of trains on average decreases by 1%. For the 100 most important routes, travelling time increases by 3.3%. The The introduction of the transport plan in 2014 will be transport plan 2014 is based on passenger flows and meets preceded by extensive communication. Through provincial the needs of the majority of travellers. It takes account of the information sessions SNCB will provide information to its staff, increased number of passengers and of expected growth until the press and politicians on all levels and provide them with 2017. the opportunity to respond. The plan can still be refined based The plan will be launched in December 2014. For SNCB, on this, without touching the basic principles of the concept the challenge is immense: we will be carrying even more (such as the pursuit of an improved robustness). The Annual passengers using infrastructure that is under great pressure, Report for 2014 will examine the substantive aspects of the with the same financial resources. plan in more detail. Regional Express Network Muizen de Malines on t g er ps m te re n He Ve l nb -K w er te ps Er Ko r ss e te m Di r se ek De lta M er od Oud-Heverlee St-Joris-Weert Pecrot l ra nt Ce es gr Et te rb ee k rd n Co B- No B- ’O ie rd m Bo Gr ae oe its ll ne fo rt nd Ho aa ei l la La a Hu rt l pe Ge Ri nv Pr xe al of ns on ar ds t ar t zi ng e Be n er oe sel ns be rg M Hu i vi e n ge Limal ek be m Le Ot tig ni es Vi in iz Bu Uccle-Stalle Uccle-Cal St -J ob t Lo Bierges-Walibi W at er Vi an eGa M lm oe To aa rb lle rd ek He en m e b rn ee e k l ae d on . M st k re oe Fo br is Ru l Ha Holleken Louvain-la-Neuve St-Genesius-Rode De Hoek Waterloo Braine-l’Alleud te om -C -le ne ai Br s re ye nu RER: peak times 2 trains/hour e iz n He b Tu RER : 1 train/hour Wavre Bo i id M B- e ek RER: peak times Basse-Wavre le el ap Ch B- b el Stop served by 1 train out of 2 Gastuche Forest-Ouest Linkebeek Stop Eerken BLu xe m b. B- e rr nd he Sc em eg Id en rg be nd Za lte pe Ap em ch Ei BSc hu m an Florival ve no Ni m ge ke O em rg de st ue Id O t/ es -W u. is Br on m Si Hi llg He em Te rze rh le ag en Bu rs t Ha Ede al te r W t el le e Ha Bo ren Ev rde t er e Heverlee ei be er ha M Sc Liedekerke Enghien Lillois Nivelles i ro rle a Ch rs Ve RER: 2 trains/hour No eg em lik Ze l Te r ne -L o na mb ee t St k -M ar Di te lb ns -B e od Gr ek eg oo em St t-B -A ijg ga aa r th a- den Be rc he m Burda d Es se Su d/ de Bockstael ui bo Jette -Z n re Er em Louvain Vilvorde Ha ge m M er ch M te ol m le As m se O pw ijk Eppegem Zottegem Grammont ge m ek e bb He iz ijd Le e St -G nd De e ill er ad is m t fs Aalst Denderleeuw Ho Weerde Za ve n New transport plan 12/2014 : full service - week inspiring mobility 49 REN Antwerp Overview of infrastructure works and planning (Infrabel map) Northern airport connection (completion Diabolo) Mechelen Bypass Lokeren June 2012 Mechelen DENDERMONDE Nossegem curve December 2005 VILVOORDE Louvain curve December 2006 L25N-L26 Connection Ghent LEUVEN AALST L25N-L25 Connection DENDERLEEUW BURST 4 sided grid Schaerbeek Dec. 2018 Kortrijk Liège SCHAERBEEK JOSAPHAT 4 tracks Brussels - Louvain December 2006 Ottignies BRUSSELS-NORD NINOVE BRUSSELSSCHUMAN BRUSSELS-CENTRAL Geraardsbergen Dec. 2015 Watermael - Josaphat + tunnel BRUSSELS-MIDI 3th and 4th track Brussels bifurcation SintKatherina-Lombeek December 2015 Grid Brussels -Midi Junction L26-L161 WATERMAEL * 4 tracks Brussels - Halle 4 tracks Watermael - Y Louvain-La-Neuve LINKEBEEK Dec. '97 + Dec. '06 December 2018 Leuven HALLE 4 tracks Uccle Nivelles GERAARDSBERGEN ENGHIEN WAVRE BRAINE-L'ALLEUD Dec 2020 Infras truc ture works completed under construction planned Tournai Paris Mons * Central tracks modernised : 2016 LOUVAIN-LA-NEUVE OTTIGNIES BRAINE-LE-COMTE NIVELLES Namur C harleroi VILLERS-LA-VILLE 50 New mobility: the REN for Brussels from December 2014, especially during the rush hour, will be In the new transport plan 2014, SNCB has devised a train able to count on a very finely-meshed and frequent service, service with a specific REN offering on the lines included which already takes account of the future deployment of new in the Regional Express Network project for Brussels. As a infrastructure in 2015/2016. result, customers making journeys in and around Brussels To introduce the overall REN service offering, the necessary infrastructure work needs to be completed. The infrastructure stands for more capacity, more trains and more comfort on the manager Infrabel will have completed several large projects by major rail lines to and from the capital. REN combines speed 2015/2016 that will make an increase in capacity possible at and frequency. Therefore, a separation of direct trains and the certain places. By 2025, it will be possible to exploit to the full stop trains is imperative. Infrabel also doubles the capacity of the opportunities that the new infrastructure will provide. the major railway routes around Brussels. Instead of 2 tracks REN lines will have access to 4 tracks. REN trains that have to The Regional Express Network (REN): ambitious infrastructure project stop frequently will therefore have their own tracks without The Regional Express Network (REN) must improve public line stations and train stops will be renovated. A number of transport in a radius of 30 kilometres around Brussels. The REN new stops, such as Mouterij, Arcaden and Diesdelle, must interfering with direct train traffic. In the context of REN most Luc Lallemand, CEO of Infrabel, with Jo Cornu, CEO of SNCB, and the Minister for Public Undertakings, Jean-Pascal Labille. Close collaboration between SNCB and Infrabel is crucial for improved train mobility. inspiring mobility 51 rail lines with each other. The Schuman Josafat tunnel should Evolution number of seats provide more breathing space for the Brussels railway network. 500,000 The European region will get direct access to the largest cities 450,000 of the country and Brussels Airport due to this key project and 2017-2025: + about 145,000 seats the newly established Diabolo. 400,000 350,000 Certain sites have since been completed, e.g. the Diabolo 330,674 connection to the airport, the four lines between Brussels 300,000 and Halle and the four lines between Brussels and Leuven. 250,000 Several sites were launched for the other routes. The complex 200,000 1990 1995 2000 2005 2010 2013 2017 2025 decision and the fact that the lines must remain in service at all times mean that the completion of this infrastructure will be a challenging task. Close collaboration between Infrabel and SNCB should result in a limited impact on train services, despite the sometimes radical changes to the infrastructure. New timetable, new trains create new opportunities for mobility. The new REN stop Virtually all new type 18/19 locomotives (116 out of 120) Anderlecht will be on the Brussels-Denderleeuw line. had been delivered by the end of 2013. Of the 305 Desiro In order to improve mobility in and around the European railcars ordered, 153 are now in operation. The modernisation quarter, Infrabel will build a new tunnel to directly connect work is also proceeding at a steady pace: 38 Breaks have the Brussels-Namen (line 161) and Brussels-Halle (line 26) been overhauled and a start has been made on constructing a New rolling stock orders Type Function Order date Delivery date Number Number delivered Budget (31/12/2013) T18 Electric dual-voltage locomotive T18 Desiro 52 Three-unit railcar, including 95 for the RER 2006 2011-2012 60 60 € 211 million 2008 2012-2013 60 56 € 220 million 2008 2011-2016 305 153 € 1,425 million prototype for the modernisation of the four-unit railcars from In 2013, SNCB moved up a gear in this respect. In September, the 1970s. the construction of a new workshop in Kinkempois (Liège) was To keep pace with future passenger growth, SNCB defined a initiated. Preparations were also started for a new workshop first set of specifications in 2013 for the purchase of new M7 in Stockem (Arlon), and SNCB finally received authorisation double-decker carriages. These need to be able to travel at for the construction of a new workshop in Melle. In addition, 200 kph under two voltages (3 kV for the classical network, 25 a new maintenance shed will be built in Hasselt in the course kV for the high-speed lines). The level of comfort offered must of 2014: the land has already been cleaned up and made be comparable with that of the M6 carriages. In addition to a ready for the work. Plans are also currently being drawn up for spacious interior, the difference between first and second class Ostend, where SNCB wants to start work in 2015. will be clearer than in the M6 carriages. The new carriages One of the models for the new work sheds is the maintenance must make it possible for SNCB to change the composition of hall in Charleroi, built in 2012, and specifically equipped for trains easily, and the railcars must of course be equipped with maintenance work on the Desiro railcars. the ETCS safety system. In total, SNCB plans to order 1,362 units, with delivery to start in around 2018 and continue until 2025. Overhaul for the workshops Despite regular updates, quite a few SNCB workshops no Investing in local employment With its investments in the workshops SNCB is also providing jobs longer meet the maintenance requirements for the latest in the various provinces of Belgium. The new Melle workshop trains, and working conditions are not optimal either. Some costs around 126 million euros and will consist of two large infrastructure is outdated, which adversely affects the speed and efficiency of maintenance. SNCB plans to prepare for future needs with the construction of new workshops and maintenance sheds. maintenance sheds: one for traction equipment and one for carriages. At Kinkempois, a major new shed will be added with five long tracks (268 metres) to create a large maintenance capacity (total investment: 66 million euros). The planned shed in Hasselt (25 million euros) mainly focuses on more efficient maintenance of the M6 double-decker carriages. The shed will make it possible to maintain these without uncoupling them from the train set. This will generate considerable time savings, as there will be no need for uncoupling and shunting manoeuvres. Smaller projects also require significant investments. Thus the Mechelen Central Workshop invested 7.7 million euros in 2013, primarily on modernising equipment and carrying out energysaving work such as modernising and insulating the roofs. The installation of a new train wash unit in Schaerbeek represents an investment of 5.6 million euros. inspiring mobility 53 54 Inspiring stations SNCB considers stations as first-class intermodal hubs where trains, passengers, bicycles, buses, trams, the metro system and cars come together. They also serve as focal points that have significant economic and social potential in the town or municipality. All this therefore fits in with our mission to modernise and develop stations and the areas around them, to provide facilities and services in stations and to play a key role in urban development and consolidation. The strategic vision of stations can therefore be based on five fundamental themes: intermodality, accessibility, sustainability, safety and business development. The main goal is to save time for station users by giving them the opportunity to spend their time usefully. 55 improve mobility in Belgium 56 development and improvement of play a central modernisation of stations customer service and role in urban and their surroundings services in stations development MISSION an intermodal hub accessibility sustainability security a dynamic business centre VISION STOP-principle to be applied connect urban areas (connectivity) energy/ renovation savings security service provision STRATEGY provide preand post-travel facilities signs and legibility projects with low future maintenance costs safety extra services develop intermodal services accessibility for people with reduced mobility sustainable pre-and posttravel facilities increase the sense of security mix between habitat, work and leisure Stations in pace with society Does our country have too many stations and stops? 0.5% of passengers 76 stations and unstaffed stopping points (14) 100% 80% With 550 stations and stops Belgium has a dense and 60% extensive network. With the decline of traditional industries and a change in mobility, quite a few of these stops have lost 40% their importance. 20% The 25 largest stations handle 60% of passengers and 0% the 80% of passengers pass through 80 main stations. 76 unstaffed stopping points only account for 0.5% of travellers. Intermodality: stations stimulating sustainable mobility 25 stations (5%) 80 stations (15%) +/- the largest stations under the management contract 550 stations (100%) "CAMBIO" carsharing Carsharing offers a sustainable solution complementary to train transport. That is why SNCB and Cambio have signed a partnership agreement to offer shared cars at a series of stations. As of the end of 2013, 65 Cambio cars are available Gent-St-Pieters, Leuven, Sint-Niklaas, Turnhout, Charleroi-Sud, at following stations: Brussels-Midi, Namur, Antwerpen- Liège-Guillemins, Liège-Palais, Mons, Namur and Ottignies. The Centraal, Antwerpen-Berchem, Brugge, Gent-Dampoort, number of customers is growing every year. 60% of passengers pass through the 25 largest stations. inspiring stations 57 Belgian stations ranked among the most beautiful in the world Belgian bike sharing model has been adapted from the Dutch Two of Belgium's stations are ranked among the "ten most growing slowly but surely. It also took five years for the service beautiful stations in the world". Newsweek, CNN and the to take off in the Netherlands. popular American blog mentalfloss consider the stations of Antwerp and Liège bench-marks. For a "small country", Belgium's experience is all the more remarkable, since it can highlight, with "OV-fiets" system. The number of subscribers and sites is Charging points for electric cars Antwerpen-Centraal, both bringing an old station into line with the SNCB wants to offer new mobility solutions with charging requirements of the 21st century and of high-speed travel, and, points for electric vehicles (cars, motorbikes, cycles) in the with Liège-Guillemins, the creation of a new station that combines parking lots. Travellers opting for sustainability thus have a a new architectural design and new technological solutions for rail infrastructure. double advantage. Their cars charge in the station car park while they are at work. Antwerpen-Centraal, Ottignies, Namur, Brugge, Gent-St-Pieters, Hasselt and Leuven are already equipped and now have 6 spaces for electric cars, 6 places for electric motorbikes and 6 places for electric bicycles. These will be followed by facilities at Charleroi-Sud, Nivelles, Liège-Guillemins, Kortrijk, Arlon, Etterbeek, Antwerpen-Berchem, Sint-Niklaas, BrusselsMidi, Brussels-Central, Brussels-Luxembourg, Aalst, Ath, Cycle points Mons, Braine-l'Alleud, Denderleeuw, Dendermonde, Tournai, Cycles are a sustainable mode of transport and combine well Gembloux, Gent-Dampoort, Liège-Palais, Mechelen, Oostende, with train transport. Libramont, Vilvoorde, Zottegem and Brussels-North. By the end Today, 46 stations have a cycle point. These cycle points help of 2014, charging points will be available at 34 stations. with the maintenance and social control of cycle parks. A new call for tenders was held in 2013. Operation of car parks Since the reorganisation of the Belgian Railways, SNCB is in 58 Blue-bike charge of the entire management of the 56,804 parking spaces The Blue-Mobility subsidiary operates Blue-bike rental, in available near stations. The subsidiary B-Parking manages partnership with the Cycle points. 19.199 of those parking spaces on 53 guarded sites. The The "Blue-bike" service is now available in some sixty towns construction of parking lots will continue in the next years and cities, which will very soon be joined by a further twenty following the same philosophy: a pricing policy tailored to the sites. Blue-Mobility considers all proposals for new sites local service and offering major preferential benefits to train with any towns and municipalities that want the service. The users, to save them time. Accessible to everyone The station must be accessible to everyone, including people with reduced mobility, disabled people, people with young children, passengers carrying luggage, etc. A station building can be said to be accessible when: • it has at least one entrance that is totally clear of any obstacles, connecting the public highway and the ticket hall; • it has at least one platform access point that is clear of any obstacles; • it has toilet facilities specifically for people with reduced mobility in addition to the toilets for other passengers; • it has guiding lines for the visually impaired (tactile paving); • the car parks have enough spaces for people with reduced mobility. When works or renovations are being carried out in a station, these criteria are also taken into account. At present, 51 station 59 stations (serving 59% of passengers) are accessible to people with reduced mobility. buildings meet these 5 accessibility criteria. These stations serve 2,870,000 passengers per week, or 59% of passengers on the network as a whole. The end goal is to adapt all station buildings to the needs of people with reduced mobility by Green stations 2028. In addition to these infrastructure changes, SNCB SNCB strives to make stations more sustainable. Increasingly also provides assistance to people with reduced mobility in often, they are designed according to the "Trias Energetica" stations. Since the start of this year, SNCB has also taken over principle. First of all, station buildings have to be well platform management and it will thus make platforms and insulated in order to avoid wasting energy. Sustainable energy platform access points accessible by installing ramps or lifts. sources then need to be chosen where possible and, lastly, When platforms and the station building are accessible to energy must be used as judiciously as possible by using people with reduced mobility, a station can then be said to be the most efficient installations. The environment is always fully accessible. At present, 29 stations are fully accessible. taken into consideration, including in other new construction projects planned by SNCB. Due to the way they are built, some existing stations are not easy to maintain. That is why easy accessibility to maintenance equipment should be borne inspiring stations 59 The presence of Securail officers increases the sense of security. in mind and suitable materials (e.g. anti-graffiti materials) More security and safety should be used in the design of new buildings. Providing Safety can be divided into "security" and "safety". Security a separate loading and unloading area away from public involves protecting things that are put in danger as a result areas also contributes to the overall aesthetics and customer of malicious acts (break-ins, theft, attacks, etc.). Safety covers comfort. accidents and inadvertent acts. The principle of sustainability also applies to the areas around stations. Sustainability does not only mean low-energy Security. Places where lots of people congregate are inevitably construction, but it also means preserving natural heritage targeted by less well-meaning people. Railways are no in a rural setting and creating urban consolidation by means exception. Moreover, passenger numbers continue to grow. of compact development and considered use of space. In That means we have to adapt our strategy so as not to damage urban centres, stations provide sustainable solutions by the feeling of security among passengers and staff. simultaneously offering convenient mobility solutions and 60 multi-functional consolidation (housing, shops, offices). All on To guarantee safety of people in the stations, all buildings land owned by SNCB. are fitted with a fire detection system. In the near future, it will also be possible to operate these remotely. This makes This new business development must be accounted for in it possible to follow up on a central level whether an alarm station design: there need to be spaces, perhaps not at the went off due to a fire, a breakdown or something similar. All entrance, but available for customers' requirements in the stations also have evacuation systems and smoke extractors. future, while keeping passenger flows the priority. Flows are The fourteen largest stations are equipped with automatic directed in such a way that passengers pass both businesses defibrillators. linked to rail transport and other businesses. Customer satisfaction is also closely related to the sense of Stations are increasingly turning into dynamic business security. There are several options available to anticipate this: hubs, in which a vast range of commercial services (catering, no hidden hooks and corners, adequate social control, good food, non-food, vending machines, book shops, Internet lighting, cameras in strategic places, ... When designing the hotspots, etc.) are also provided, both for passengers and non- stations, car parks and their environment, these options must passengers, alongside the ticket offices and ticket machines. be integrated as far as possible and reflected in a functional Of course, these services are tailored to the regional space. importance of a station and to the needs of its surroundings. Stations become dynamic hubs Today new services are arriving in stations. Alongside shops, SNCB is proving to be innovative when it comes to its stations, launching Belgian and European pilot projects in them. Alongside pharmacies and hair salons, ironing services are opening, along with crèches, blood sample centres, etc. The next development will undoubtedly be the opening of Concession revenue (million euro) "Business Clubs" in large stations in order to be able to cater for the rising demand among businesses looking for modern facilities that meet their comfort requirements, to meet their 30 prospective customers, contacts or business staff for business 25 meetings in a central and accessible location. Since charity 20 begins at home, SNCB provides "Flex-Office" offices for staff on 15 business travel. 24.7 24.7 22.1 19.7 10 5 Publifer concessions 0 2011 2011 2012 2013 inspiring stations 61 Concessions and advertising points, toilets, etc.) and to see which shops are in the station. Revenue from concessions saw a status quo in 2013. If we This application can display additional information that cannot do not take into account the effect major works had in some be displayed on traditional signs or paper posters, such as stations (Mons, Aalst), the closure of Blankenberge station, opening and closing times. The mobile application also allows the lack of tenants for some diamond shops in Antwerpen- passengers to find out exactly where they are in the station Centraal, and the downturn in Publifer advertising revenue and to plan their itinerary, using the geolocation options (-8%), revenue from concessions went up by 5%. This traditionally found on mobile devices. success is down to growth in the "Convenience" sector, which comprises bakeries, sandwich bars, snack bars, cafés, etc., as WI-FI in stations well as the use of vending machines. Since 2005, there has been Wi-Fi coverage in several areas of New shops and services opened in 2013, such as pharmacies the main stations. However, demand has now skyrocketed, as (Antwerpen-Centraal, Charleroi-Sud), car rental (Namur, smartphones, tablets and laptops have become commonplace. Liège-Guillemins), and a blood sample centre (Liège). Pop- SNCB has resolved to meet that demand. It will initially roll out up shops also brightened up the stations of Antwerpen- public Wi-Fi in 95 stations, before a second roll-out phase for Centraal, Brussels-Central, Namur and Brussels-Midi at various the remaining 60 stations. A study is under way and operators times. Gent-St-Pieters station has just unveiled a new and are being contacted. exclusive service: the first digital tourist information stand. Tourists can speak live with the municipal tourism service via videoconferencing. Focus on projects in Mons, Mechelen and Brussels-North Well-known brands continue to increase their presence, thus accentuating the role of our stations as important centres of Mons activity in the heart of the city. In terms of passenger numbers, Mons station is the fifteenth busiest in Belgium and the fifth busiest in Wallonia, serving 62 New technologies in stations: around 20,000 passengers every working day. In 2004, SNCB Google Maps decided to undertake a major renovation of the site. The study SNCB has entered into partnership with Google so that the started in 2004 led, in an ongoing dialogue with the municipal interiors of some of the largest stations in Belgium can be authorities, to an innovative concept marrying functional and viewed on Android and iOS mobile platforms, as well as on PC. architectural vision with concerns relating to town planning, As of April 2013, 33 stations are available on Google Maps, the environment and mobility. including Brussels-Midi, Antwerpen-Centraal and Liège- It involves simultaneously making the railway site the link Guillemins. This functionality enables the user to get around between two areas with their own specific features, the easily, to view the various services available (Blue-bike, cycle historic city centre and the development hub of Grands The new station at Mons will reshape the urban environment and link two areas of the city. Prés, and ensuring maximum accessibility and intermodality. Grands Prés side, the station is connected to the adjoining It also involves creating a quality living space in line with a development area, which will be home in particular to the philosophy of sustainable development which, once customers future conference centre and will be readily accessible from have entered the station, ensures optimal customer service, the motorway. Planned car parks offer 862 spaces in total. whether they are passengers or not (pedestrians, cyclists), and meets their needs in terms of services, shops, clear signs, In addition, the station is not just a railway station; it is also a convenient platform access, comfortable waiting facilities, bus station, which makes it unique. The first two platforms, on security, etc. This study led to a conclusion that brought about the city side, are shared train/bus and bus/kiss&ride platforms. a major change: the construction of a station-footbridge and It is a long-awaited first. It could thus not be any simpler to the rearrangement of all traffic flows on the city side. On the switch from one mode of transport to another. inspiring stations 63 Mechelen: ambitious master plan The cooperation agreement of 9 May 2008 integrates the objectives of SNCB, the city of Mechelen, the Flemish Region (AWV), Infrabel and De Lijn into a master plan for the entire station area. The master plan includes, among others, the construction of a new access road to the station area, the construction of an underground commuter car park with 2,000 parking bays, the complete renovation of the station and the platform infrastructure, construction of new bicycle infrastructure and construction of a new bus station. The number of bicycle bays will be increased from 1,800 to 5,500, which will also be expandable in terms of growth. The implementation of a bus station with 18 platforms will ensure a smooth transition between modes of transport. The project provides an answer to the mobility challenges of the 21st century, but also shows respect for the railroad history of Mechelen. A cluster of three historic buildings that belong to the oldest railway workshop on the European continent (1837-1844) was moved with an ingenious sliding operation to outside the planned route of the ring road. The construction of the rail bypass by Infrabel (provides greater capacity and allows speeds of up to 160km/h) is also integrated into the project. Work started in October 2012 and should take 10 years to complete. Brussels-North: renovation operations for the future The Brussels-North station was opened in 1952 and with more than 48,000 boarding passengers per day it is the fourth most important station in the country. That number will increase in the coming years, but the railway station is not designed for that many passengers. The expectations of passengers have The Mechelen master plan completely overhauls the station and the area around it to meet the mobility needs of the future. 64 also greatly evolved. A complete structural renovation should solve that. during the next phase of the project. All public areas of the A portion of the work has now been completed: the restoration station must be redeveloped with maximum respect for the of the façades, renovation of various technical installations authentic materials and the original colour palette. Close (including signal box, substations and associated cabling), attention will be paid to accessibility of the station, including improvement of the platform infrastructure with the extension new elevators and escalators to additional platforms. The of the platforms and the renewal of the escalators, the structure of the station is simplified so that passengers will establishment of a new travel centre, renovation of the be able to easily find their way. The change from train to offices for the departments of SNCB and the renovation of the bicycle, taxi, public transport, etc. should be able to run more façades. efficiently. Finally, the range of shops and services will be The entire ground floor and the first floor will be addressed expanded. Implementation is scheduled for 2014-2018. The modernised Brussels-North station: the concourse is restored to its former glory, with improved integration of new services and concessions. inspiring stations 65 66 Inspiring our staff SNCB is one of Belgium's largest employers. Recruitment is an important challenge: with lots of staff members approaching the end of their career, leavers need to be replaced while ensuring that their knowledge is passed on within the company. Therefore, railway is positioning itself as an attractive employer and we emphasise in our campaigns the diversity of the posts we are looking to fill, the good working environment and teamwork. 67 34,452 FTEs as of 1 January 2014! Who are they? As of 1 January 2014, there are 35,898 members of staff, 4387 women account for 12.2% of staff. Growth is slow but compared with 36.851 employees at the same time last year. steady. The figure may appear low. That is because there are That corresponds to 34.452 full-time equivalents (FTEs). many technical jobs on the railways. Consequently, women 96.5% of staff are statutory employees. account for 0.11% of mechanical engineers (in absolute terms: one woman versus 946 men), and 0.37% of electrical Through the renovation of the railways, decided on in 2013 engineers (14 women versus 3,816 men). However, the and implemented in 2014, the tasks and responsibilities ratios are greater for managerial staff (21.28%), train guards of the company have changed. One of the objectives of (27.87%), graduate staff (30%), and administrative staff the renovation is to once again focus on the customer. For (45.20%), reaching 85.90% for paramedic roles. this reason, SNCB is now for instance fully responsible for contact with rail passengers. The distribution of the number of What do they do? employees has therefore undergone a number of changes. The There are many jobs in SNCB: over 300. Train drivers form the table below shows how the distribution was achieved. biggest group at 4,583. They outnumber electrical engineers (3,830), station staff (3,443), administrative staff (3,228), train guards (2,899), and track engineers (2,262). There are "only" 562 security staff. The staff includes 1,753 graduates (5.1%). Over 2000 new colleagues in 2013 In 2013, we recruited 2,044 new staff for the Belgian Railways. That is the highest number of recruits for 10 years! Although Where do they work in the new organisation (FTE)? huge problems in finding new recruits for jobs that are short- as at 31/12/2013 as at 1/1/2014 3,782 - HR Rail - 897 Infrabel 11,637 12,096 SNCB 18,122 20,683 Staff on secondment 776 776 Social security 135 - 34,452 34,452 Holding Total 68 the railway is an increasingly desirable employer, there are still staffed. For several years, we have focused most of our efforts on recruiting candidates for these problematic jobs. We have also drastically shortened the selection procedure: from more than four months in 2009, it now takes 5-6 weeks! In 2013, SNCB recruited 412 new train drivers. Of the 2,044 new members of staff, 51% are under 30 years Preferential target audience: young people! of age (2% are under 20, while 6% are aged over 50). 15% of In 2013, various actions were again undertaken to encourage recruits in 2013 are female. Recruits in 2013 were essentially young people to choose technical training. The railway also train drivers (412), "track" engineers and specialist staff (321), electrical engineers (196) and guards (152). 154 graduates were also recruited. partners with the "Youth Technology Olympics" held by BEST (Board of European Students of Technology), which holds an engineering competition across six university campuses in Belgium; and BERT (Belgian Railways Competition for Technicians), which in 2013 challenged students with the acute problem of cable theft. We are also working with the Ghent Trade Centre, which gives young people aged between 11 and 14 information on essentially technical and practical studies and professions. inspiring our staff 69 during visits focusing on short-staffed jobs, can see what the job really involves "live". The aim is to convince them to choose the railway for their first job! • Holding "Jobdays" to become a railway worker in a day. We held 17 "Jobdays" in 2013. A jobday proceeds as follows: the morning is devoted to learning about the company and the job concerned, while the complete selection procedure takes place in the afternoon. In this way, the candidates know by the end of the day whether they have been successful. • 144 engineers were also invited to visit behind the scenes SNCB’s recruitment campaign has already been going on for 7 years and is still a great success. of one of the largest infrastructure building sites to improve mobility in Brussels: the Schuman-Josaphat tunnel and the RER works. • In 2013, SNCB's "Ambassadors Club" had 318 members. This club is made up of railway staff who are prepared to go to schools and job centres to give a presentation about their 70 How is recruitment carried out? 1.1 million online visitors! job. A number of initiatives have been in place for several years. • Original recruitment campaigns are launched every year. The They are optimised every year for the sake of performance. "Refer a friend" scheme, which encourages members of staff • The website www.lescheminsdeferengagent.be. In 2013, to recommend new colleagues in targeted professions, led the website received almost 1.1 million unique visitors. to 83 applications being submitted in 2013, 31 of which An increase of over 38% compared with 2012! Those were for train drivers. The campaign based on the game visits corresponded to 36,956 applications being submitted "Guess Who?" enables members of staff to recommend an (+13.3%). SNCB job to their Facebook friends; including "job" • The "Construisez avec nous le train de demain" ["Help messages with payslips, etc. us build the train of tomorrow"] media campaign regularly • The weekly inclusion of campaigns on the "Metro" and changes the images it uses, always presenting members of regular publications in the national general and specialist the company's staff, but it remains very recognisable (with a press. recall rate of 42%). • Transurb-Technirail has also developed a train driving • School visits (18), visits to our workshops (94 classes), job simulator that can be used as a promotional tool in job centres (77) or information sessions (9). Young people, centres and online. Working for one of the biggest and best known companies in Belgium jobs that cannot be learned at school. The provision of training The 2013 Randstad survey on the attractiveness of employers continually meet the railways' needs. at the internal "Train@Rail" centre is also always tailored to ranked SNCB in 17th place. It marks the first time that the railway has entered the top 20 most attractive employers. Why work on the railways? 7 reasons for choosing SNCB compares favourably with other large companies, such as Surveying our new employees allows us to find out exactly bpost, Electrabel and TEC/De Lijn, and its image as an attractive what reasons led them to choose SNCB. Here they are in order employer continues to develop. of preference. Job stability is clearly one of the main reasons that people 1.Teamwork choose the railways. However, we at SNCB can offer other Effective rail transport and major infrastructure works to make benefits, such as a very extensive range of interesting, useful, it happen can only be built in teams, with specialists from sustainable and appealing jobs. The railways also offer even to various disciplines. There is therefore mutual learning, which pay for the cost of training employees in these typical railway enables employees to take their career in whichever direction New employees choose SNCB because of job security and the wide range of interesting and sustainable careers on offer. inspiring our staff 71 they like. There is an enjoyable working atmosphere in these 4. Long live ongoing training! teams. Train@Rail, the railway training centre, does not just provide basic training, paid for by the company, it also provides 2.Job security ongoing training for staff. It does not just provide training As a state-owned company, the railways offer more job for specific jobs, such as train driver or guard, but also gives security than the private sector. Even when times are harder, management or language-learning classes. trains have to run. The public sector thus offers statutory posts for certain jobs. Staff can thus spend their entire career 5.Promotion possibilities on the railways, benefiting from many job opportunities, The railways enable every employee to fulfil their ambitions. workplaces and levels. Promotion examinations are open to all those who want to develop or go in a different direction in society. 3.Clearly described, interesting tasks The working environment is unique, whether an employee 6. Attractive pay works in stations or on board trains, behind the scenes or on Good pay, along with meal vouchers, bonuses, health the tracks or in the workshops. Duties are made clear and insurance and a free train pass. Not to mention possible objectives are clearly understood, in a technical as well as in bonuses for night and weekend work or the productivity bonus an administrative environment. for your daily commitment. 7. Social responsability Fast and safe rail transport is important for "living together": fewer traffic jams on roads, less air pollution, accessible mobility for all, better freight, etc. Every day on the railways, employees make their contribution to our society's sustainable development. Over 20% of staff choose to work part-time. 72 A significant focus on the work/life balance Besides adjusting working time, the railways offer other We think it is very important to seek the best work/life services to improve work/life balance. The social service thus balance for every employee. How? By offering two part-time arranges child care for employees' children aged 3 years and working options: half-time or 4/5ths time (32 hours/week). above during school holidays, in Belgium and abroad. Not to The railways offer employees various ways of managing their mention "Kids' Days", which look after employees' children working time and career. Employees can choose to work fewer aged from 3 to 14 every day. 427 children took part in 2013. days per week or fewer hours per day in order to find the If children are unwell during the year, the social service also work/life balance that suits them best. looks after them: a contract was signed at the end of 2012 with a company that provides home-based child care for In 2013, over 20% of staff members enrolled in a part-time unwell children. In 2013, staff members used this service for scheme. The vast majority chose the 32 hours/week option. 113 unwell children. Employees under 30 years of age are the least interested in by almost one employee in every three. Almost 20% of all Train@Rail 2013 : people management & team-building male employees and over 30% of female employees work Train@Rail, the training centre for Belgian railways provided 4/5ths or half-time. 23,503 days of training in 2013. Demand was mainly for these options. Among those over 50, these options are chosen language training, ICT training and training for trainers. Just like other companies, SNCB pays special attention to leadership training, both for managerial staff and for team leaders in the field. It is the logical continuation of Infrabel's "People Management" and SNCB's "BeLean Leadership" recurring initiatives. The emphasis in 2013 was on quality, customer focus and continuous improvement. The level of satisfaction with the training sessions rises year after year. Train@Rail: Qfor certification In order to validate its processes and quality monitoring, in 2013 Train@Rail decided on external benchmarking through Qfor, the training body certification institute. An internal pre-audit was carried out in June, a harsh audit in November with 25 indicators identified and "Qfor Quality" certification was awarded at the start of 2014! inspiring our staff 73 74 Inspiring financial management Annual report of SNCB drawn up in accordance with Articles 95 and 96 of the Company Code 75 In accordance with Articles 95 and 96 of the Company Code, the Board of Directors has prepared an annual report providing information about the following points. A. Financial report General development in 2013 Information relating to the annual accounts SNCB recorded EBITDA of €-93.1 million in 2013, compared Operating income was down by €6.8 million compared with with €-45.1 million in 2012. 2012. The net result of SNCB for 2013 was €-330.7 million, compared with €-152.3 million for 2012. The main components of this decrease were higher turnover (€41.2 million) and decreases in other operating income The net result for the year was negatively impacted by non- (€-32.7 million) and the production of assets (€-13.1 million). recurring impairments in connection with the settlement of the Fyra case (€16.4 million), the revaluation of the stake in Compared with 2012, SNCB’s turnover was up by €41.2 million and receivables from SNCB Logistics sa (€109.4 million), and or 2.0%. the additional provision made to cover the difference between the market price and the actual cost of services provided to B-Mobility’s turnover was down by €1.2 million or 0.2%, SNCB Logistics sa (€18.0 million). whereas B-Europe’s turnover was up by €19.0 million or 7.9%. Freight Services’ turnover fell by €15.7 million or 35.0%. Other The impairments and provisions recorded take into account turnover rose by €1.9 million or 1.0%. Subsidies increased by a realistic assessment of the further development of freight €37.2 million or 3.8%. activities at both the autonomous freight subsidiary SNCB Logistics sa and SNCB itself. The decrease in other operating income is primarily due to the recognition in 2012 of non-recurring effects such as the Within the limits authorised by the decision of the European penalty for late delivery imposed on a supplier of rolling stock Commission dated 26/05/2010, SNCB firmly intends to abide (€25.0 million) and an insurance company pay-out following a by its commitments to its freight subsidiary SNCB Logistics sa. fire (€2.7 million); non-recurring income in 2013 was limited to €6.1 million, relating to the recalculation of the operating SNCB also wishes to open up the capital of its freight subsidy for the STIB share in SNCB train tickets (€1.3 million), subsidiary SNCB Logistics sa to a strategic partner in order a fine for late delivery imposed on a supplier of rolling stock to strength the subsidiary’s capital structure. Given the stage (€1.7 million) and SNCB’s share in the capital gain realised by reached in this process, it is not currently possible to estimate SNCB Logistics sa on the sale of land (€3.1 million). the possible consequences of such a partnership for SNCB. 76 The income statement (million €) 2013 2012 Difference % Sales and services 2,289.8 2,296.6 -6.8 -0.3% Turnover 2,122.6 2,081.4 41.2 2.0% SNCB Mobility 611.3 612.5 -1.2 -0.2% SNCB Europe 259.3 240.3 19.0 7.9% SNCB Freight Services 29.2 45.0 -15.7 -35.0% Other 200.4 198.5 1.9 1.0% 1,022.3 985.1 37.2 3.8% Variation in work-in-progress 10.0 12.2 -2.2 -17.7% Capitalised production 94.1 107.2 -13.1 -12.2% Other operating income 63.1 95.9 -32.7 -34.1% -2,382.9 -2,341.8 -41.1 1.8% -75.7 -92.2 16.5 -17.9% -1,149.6 -1,122.0 -27.6 2.5% -627.4 -622.4 -5.0 0.8% Dotations Cost of sales and services Supplies and goods Miscellaneous goods and services Infrastructure charge Traction power Other miscellaneous goods and services Staff costs Other operating expenditure EBITDA Depreciation Value reductions Provisions -97.8 -95.0 -2.8 3.0% -424.3 -404.6 -19.7 4.9% -1,153.9 -1,125.0 -28.9 2.6% -3.7 -2.5 -1.2 46.2% -93.1 -45.1 -48.0 N.S. -266.9 -240.5 -26.5 11.0% -28.8 -39.3 10.5 -26.6% -1.4 34.8 -36.2 N.S. -390.3 -290.0 -100.3 -34.6% Investment income 251.5 224.0 27.4 12.2% Investment expenditure -36.5 -33.4 -3.1 9.3% -175.3 -99.4 -75.9 -76.4% 31.5 13.4 18.1 N.S. Exceptional expenditure -186.9 -66.3 -120.6 N.S. Result -330.7 -152.3 -178.4 N.S. EBIT EBT Exceptional income financial report of SNCB 77 Operating income 10% Enterprise costs 12% other 4% Europe energy (traction) 3% supplies 17% % ff costs 29% Mobility 48% 49% other operating costs staff costs dotations 2% Freight Services 26% infrastructure charge 0% other Operating costs Investments Operating costs were up by €41.1 million compared with The investment volume was very significant, and considerably 2012. higher than inInvestments 2012. This was mainly due to efforts to catch up on the delivery of rolling stock. 2% 1% The increase in costs compared with 2012 was due to higher customer facilities SNCB invested €604.0 million in 2013, compared with €423.0 and services (€+19.7 million), lower supply costs (€-16.5 million in 2012. IT 9% million) and a higher infrastructure and traction power charge % enger pment other personnel costs (€+28.9 million), higher miscellaneous goods 7% (€+7.9 million). Other operating costs were €1.2 million higher workshops The bulk of this amount was spent on rolling stock for than the previous year. passenger traffic (€487.5 million). In addition, €13.2 million was invested in customer facilities, and major81% investments passenger equipment The increase in personnel costs was primarily due to an were again made in the ongoing computerisation (€5.1 million) increase in the number of accumulated days of leave, credit of the company and in the workshops (€44.4 million). days and Saturday and Sunday compensation days. Cash flow from operations The lower supply costs are primarily due to a decrease in the EBITDA decreased by €48.0 million from €-45.1 million in the production of tangible fixed assets. previous year to €-93.1 million in 2013. Non-recurring positive effects that impacted EBITDA in 2013 amounted to €6.1 million, compared with €25.7 million in 2012. 78 4% 10% supplies energy (traction) 17% other 12% Europe 49% other operating staff costs In addition, costsnon-recurring negative effects were recorded in 2013 in relation to the costs associated with accumulated Saturday and Sunday compensation days for personnel (€-20.8 26% million) and the retroactive revision of the invoicing principles infrastructure charge Disregarding these non-recurring effects, SNCB’s29% EBITDA decreased slightly, from €-70.8 million in 2012 Mobility to €-71.6 48% million in 2013. dotations 2% in relation to the services delivered to SNCB Logistics S.A. 0% Result for the financial year (€-6.8 million). SNCB’s net result was €-330.7 million, representing a decrease other Freight Services of €178.4 million compared with the previous year. EBITDA (millions €) SNCB’s 50 net result in 2013 was severely impacted by extraordinary effects that had no influence on the operating 0 cash flow. Impairments of €16.4 million were recorded in -50 connection with the cancellation of the Fyra train service, -100 while the valuation of the investment in and loans to SNCB -150 Logistics sa led to an additional impairment of €109.4 million Investments 2% 1% customer facilities other -200 recorded. In addition, €29.0 million of extraordinary being 9% IT depreciation and impairments on tangible fixed assets were -250 recorded, based on their economic value to the company. -300 7% workshops 2005 2006 2007 2008 2009 2010 2011 2012 2013 -63.9 81% 3.5 7.3 -108.0 -287.8 -126.4 -107.7 -45.1 -93.1 passenger equipment Result (millions €) EBITDA (millions €) 50 0 0 -100 -50 -200 -100 -150 -300 -200 -400 -250 -500 -300 -600 2005 2006 2007 2008 2009 2010 2011 2012 2013 -63.9 3.5 7.3 -108.0 -287.8 -126.4 -107.7 -45.1 -93.1 2005 2006 2007 2008 2009 2010 2011 2012 2013 -79.5 -67.7 -17.8 -132.7 -473.6 -215.8 -514.6 -152.3 -330.7 financial report of SNCB 79 No provisions were made to cover any surplus costs arising Financial assets decreased by €107.5 million. There was a from the reorganisation, and no other accounting implications net additional impairment on the investment in and long- of this reorganisation are expected. term receivable from SNCB Logistics sa amounting to €109.4 million, while a reversal of the initial impairment on E.I.L. was Balance sheet recorded in the amount of €1.8 million. The balance sheet total was €6,168.5 million as at 31.12.2013, down by €138.1 million from the total as at 31.12.2012. With regard to current assets, the decrease of €303.0 million is mainly due to a decrease in receivables falling due within one Fixed assets amounted to €4,893.3 million and current assets year (€-251.8 million) and receivables falling due in more than amounted to €1,329.1 million. The company’s equity stands one year (€-26.2 million). In addition, there was a decrease in at €3,208.9 million, provisions at €113.9 million, and debt at stock (€-11.1 million) and prepayments and accrued income €2,845.7 million. (€-15.2 million), while liquid assets increased slightly (€+1.3 million). With regard to intangible fixed assets, the increase of €21.9 million consists of investments in intangible fixed assets of The decrease in receivables falling due in more than one year €53.1 million and depreciation for 2013 of €31.2 million. is mainly due to the transfers to receivables falling due within one year of the portion of these receivables falling due in Since SNCB SAP will form the basis for the IT configuration 2014. Additionally, the receivable from SNCF relating to the after the reorganisation, there is no indication that this will guaranteed dividend from E.I.L. was cancelled, as the latter make value adjustments for software developments necessary. company has since its inception always paid a higher dividend than that guaranteed by SNCF. Tangible fixed assets increased by €250.6 million. This is the result of investments in tangible fixed assets amounting to The decrease in receivables falling due within one year is €559.6 million, while depreciation for the year amounted to mainly due to the decrease in the debt receivable from SNCB €264.6 million, and tangible assets disposals or retirements Holding in connection with the financing of the RER equipment came to €44.3 million. (€-291.6 million) and the relaunch plan (€-7, 1 million). The receivable from the Government increased by €58.2 million, The 25 T77 locomotives that were taken over in 2012 from mainly due to the increase in the amount paid to the Railway SNCB Logistics and were intended for sale are still recorded Infrastructure Fund relating to unused capital grants (€+50.1 at a value of €800,000 per unit under the heading ‘Other million). tangible fixed assets’. Although none of these locomotives has 80 been sold so far, no additional impairments were recorded as The decrease in stock (€-11.1 million) is the result of an at the end of 2013. This decision was prompted by the partial actual decrease in stock (€-7.6 million), an increase in orders future reuse of these locomotives within the company and the in progress (€+9.7 million) and an increase in impairments lack of any urgency with regard to their sale. recorded under this heading (€+13.2 million). Balance sheet (million €) Fixed assets Start-up costs Intangible fixed assets Tangible fixed assets Trade investments held as fixed assets 31/12/2013 31/12/2012 Difference 4,839.3 4,674.4 165.0 - - - 253.6 231.7 21.9 4,455.6 4,205.0 250.6 130.2 237.7 -107.5 1,329.1 1,632.2 -303.0 Receivables of more than one year 168.1 194.3 -26.2 Stocks 193.1 204.3 -11.1 Receivables of one year maximum 792.1 1,043.9 -251.8 Current assets - - - 10.5 9.2 1.3 165.4 180.6 -15.2 TOTAL ASSETS 6,168.5 6,306.5 -138.1 Equity capital 3,208.9 3,409.6 -200.7 Capital Cash investments Liquid assets Accruals and prepayments 1,262.8 1,251.3 11.5 Share premium 200.6 200.6 0.0 Capital gains on revaluation 109.1 118.8 -9.7 - - 0.0 -1,984.8 -1,654.1 -330.7 3,621.2 3,493.1 128.1 113.9 112.5 1.4 2,845.7 2,784.5 61.3 Debts of more than one year 659.5 691.8 -32.3 Debts of one year maximum 1,214.4 1,197.1 17.3 971.8 895.6 76.2 6,168.5 6,306.5 -138.1 Reserves Retained earnings Capital subsidy Provisions and deferred taxes Debts Accruals and prepayments TOTAL LIABILITIES financial report of SNCB 81 Results per sector The public service passenger transport sector had negative The freight sector had negative EBITDA of €47.7 million and EBITDA of €78.8 million and recorded a loss amounting to recorded a loss of €176.1 million. Its EBITDA was €17.5 million €158.0 million. Its EBITDA was €38.6 million lower than in lower than in 2012 and its result showed a decline of €118.7 2012 and its result showed a decline of €52.6 million. million. The result of the freight sector was adversely affected mainly The public service passenger transport sector was adversely by additional impairments of €109.4 million on freight- affected mainly by the inclusion of the costs associated related assets and €18.0 million of new provisions for services with accumulated leave and compensatory rest days in the relating to control and station services. Results per sector (million €) Total Freight Public service passenger transport Other passenger transport Operating revenue 2,328.5 88.7 1,880.3 359.5 Turnover 2,161.3 77.9 1,731.0 352.5 Variation in work-in-progress 10.0 -0.2 7.4 2.8 Capitalised production 94.1 0.4 93.1 0.6 Other operating income 63.1 10.7 48.9 3.6 -2,421.6 -136.4 -1,959.1 -326.1 -75.7 -5.5 -65.0 -5.2 -2,342.3 -130.1 -1,891.4 -320.7 -3.7 -0.8 -2.7 -0.1 -93.1 -47.7 -78.8 33.4 -266.9 -3.1 -251.1 -12.7 -28.8 -1.4 -28.5 1.1 -1.4 -7.6 5.1 1.1 -390.3 -59.8 -353.3 22.8 Investment income 261.6 1.9 258.5 1.1 Investment expenditure -46.6 -9.9 -30.7 -6.0 -175.3 -67.8 -125.5 18.0 31.5 26.9 2.9 1.8 Exceptional expenditure -186.9 -135.2 -35.3 -16.4 Result -330.7 -176.1 -158.0 3.4 Cost of sales and services Supplies and goods Miscellaneous goods and services Other costs EBITDA Depreciation Value reductions Provisions EBIT EBT Exceptional income 82 results for 2013. Additionally, the direct costs associated Balance sheet per sector with transport activities rose, while the corresponding direct The freight sector’s equity is negative due to the loss carried income fell slightly. forward of €1,186.2 million. €261.0 million of its debt total consists of an internal debt to the public service passenger The other passenger transport sector had positive EBITDA of transport sector. €33.4 million and recorded a profit of €3.4 million. Its EBITDA was €8.1 million higher than in 2012, while its result showed a The positive equity in the public service passenger transport decline of €7.2 million. sector derives from the allocation of €3,621.2 million of capital grants by the Government to finance investment in The result of this sector was adversely affected mainly by this sector. The sector has a loss carried forward of €772.6 impairments of €16.4 million recorded in connection with the million. €324.1 million of its current assets consist of internal cessation of the Fyra rail service. receivables from the freight and other passenger transport sectors. Between the sectors, a financial charge is calculated for the mutual use of the respective cash flows. For 2013, the public The positive equity of the other passenger transport sector service passenger transport sector charged the freight and derives from the initial allocation of capital and share other passenger transport sectors €8.1 million and €2.0 million premiums. The sector has a loss carried forward of €25.9 respectively. million. €63.1 million of its debt total consists of an internal debt to the public service passenger transport sector. Balance sheet by sector (million €) Total Freight Public service passenger transport Other passenger transport Fixed assets 4,839.3 148.5 4,443.3 247.5 Current assets 1,933.4 91.4 1,432.2 409.8 Total assets 6,772.8 239.9 5,875.5 657.4 Shareholders' equity 3,208.9 -421.7 3,185.9 444.7 113.9 40.2 70.7 2.9 Debts 3,450.0 621.4 2,618.8 209.8 Total liabilities 6,772.8 239.9 5,875.5 657.4 Provisions financial report of SNCB 83 Information relating to the main risks and uncertainties The fundamental principles of this reform consist of redefining the structures and the roles of the three public limited The risks associated with a number of ongoing legal disputes companies under public law within the meaning of the law were duly assessed and, if necessary, provided for in the of 21 March 1991 on the reform of certain economic public accounts. companies, including SNCB-Holding, Infrabel and SNCB. A DCF valuation was used for the stake in SNCB Logistics, in The goal was to convert the SNCB Group, as structured which uncertain factors are associated with the predicted data. since 2005, into two autonomous public-sector enterprises The Board of Directors believes that these predicted data were in the form of public limited companies under public law estimated with due caution. (an infrastructure manager and a rail operator), which will participate together with the State in HR Rail, a public law The Board of Directors wishes to point out that the preparation subsidiary, which will act as the sole employer of the staff. of final balancing charges relating to mutual services between rail networks takes a very long time to complete, entailing a The transition to the new structure consisted of three risk of adjustments in a subsequent period, despite the great operations that were carried out simultaneously, and the care and prudence with which the estimates recorded in the consequences of which took effect from 1 January 2014: current financial year have been made. • the merger of SNCB-Holding and the SNCB via a merger method by which SNCB-Holding absorbs the SNCB. • the transfer of certain activities and assets of SNCB- Holding to Infrabel through a partial demerger, accompanied by a decoupling of the current shareholding of SNCB-Holding in Infrabel. • the establishment of HR Rail as a public limited company under public law which will be the employer of the staff and into which the assets and liabilities from the current human resources operational activity of SNCB- carrier. Holding have been brought. Significant events after the balance sheet date these operations, such as capital increases and transfers of Information concerning the company’s industrial, commercial and human resources policy In 2011, the management and the Board of Directors of SNCB drew up a financial recovery plan for the period 2012-2015. The purpose of this plan was to stop the erosion of SNCB’s equity and to help stabilise the SNCB Group’s debt, without prejudice to the social role that SNCB performs as a public The law of 30 August 2013 regarding the reform of the Belgian railways broadly outlined the principles of a major structural reform of Belgian railway operations. 84 A number of accompanying measures have been added to certain assets and liabilities. Prospects capital. SNCB’s articles of association make no provision for an The restructuring of the SNCB Group was carried out with authorised capital. effect from 1 January 2014. SNCB’s capital was increased by €11.5 million on 12.12.2013 SNCB was absorbed through a merger into SNCB Holding through cash subscription by the sole shareholder, SNCB- sa. The merged entity has prepared a budget for 2014 that Holding. includes positive EBITDA of €24.7 million. Preparations have been started to draw up a new management Acquisition of treasury shares contract between the SNCB merger company and the The SNCB does not hold any treasury shares. government. Additional work by the auditor In the meantime, the 2008-2012 management contract At the general meeting for the year 2010 (held on has been extended, and provisional rules have been set for 30/05/2011), the firms Mazars Réviseurs d’entreprises SCRL, the transitional period. As well as SNCB’s obligations, the represented by Philippe Gossart, and Grant Thornton Réviseurs management contract will also define the subsidies that SNCB d’entreprises SCRL, represented by Ria Verheyen, were will receive for its public utility services with respect to both appointed as members of the Board of Auditors; both firms are investments and operating funds. members of the Belgian Institute of Company Auditors. In accordance with the directives of its main shareholder In the course of 2013, additional assignments were carried the SNCB Group has taken mesures to reduce the number out by the auditors Mazars and Grant Thornton in the context of subsidiaries. In 2013 concrete action was undertaken to of the restructuring of the SNCB Group. Specifically, an audit reduce the perimeter of consolidation of the SNCB Group by was performed of SNCB’s interim financial statements as at 27 companies. In 2014 this approach will be continued and 31.08.2013. concerns at least 5 more subsidiaries. Mazars also performed a special assignment in relation to the valuation method for the Thalys business. Research and development activity There were no significant activities in the field of research and Branch offices development in the year 2013. SNCB does not have any branch offices. Capital increases and issue of convertible bonds and warrants Conflict of interests The Company Code stipulates that the annual report must of Article 523 § of the Company Code at the meeting of the provide information about capital increases or the issue of Board of Directors of 3 May 2013, at which the ‘Internal rules convertible bonds or warrants that have been decided on in on the coverage by SNCB itself of some of the consequences the course of the year within the framework of the authorised of executives’ liability’ were approved. In 2013 there was a conflict of interests within the meaning financial report of SNCB 85 Excerpt from the minutes of the meeting of the Board of of insurance for the directors and other executives of the Directors of 3 May 2013: company when their personal liability is potentially engaged towards third parties by actions committed in the course of ‘The Board of Directors noted the statements by the directors their duties. regarding the existence on their part of a conflict of interest of a proprietary nature in connection with the decision on The Board of Directors therefore approved the ‘RULES ON THE the adoption of the internal rules on executives’ liability. The COVERAGE BY SNCB ITSELF OF SOME OF THE CONSEQUENCES proprietary nature of this conflict was noted. OF EXECUTIVES’. This decision will be the subject of a specific point in the management report of the Board of Directors to The purpose of the draft internal rules on executives’ liability, the ordinary general meeting. The Board of Directors decided subject to certain reservations, is to cover the financial to inform the general meeting about these rules when it next consequences of the liability of the persons enumerated in convenes.’ point 1 of the rules, including the members of the Board of Directors, in their capacity as executives of SNCB. Application of going concern rules The company has a carried forward loss as at 31/12/2013. The This coverage takes the form of legal support if there is a risk company’s accounting policies have been applied on a going that the executive’s civil or personal criminal liability may concern basis. In accordance with Art 96.6° of the Company be engaged in the course of his duties, and of the financial Code, the Board of Directors believes this to be justified, as coverage of certain consequences of the executive’s personal the company’s continuation can be reasonably assumed for a liability towards third parties on the grounds of actions period of at least 12 months. committed in the course of his duties. The Board of Directors bases its opinion on the company’s The significance of the financial consequences for SNCB of the status as a going concern primarily on the following adoption of these rules is impossible to estimate, because of considerations: the hypothetical nature of the circumstances in which these • as of 1 January 2014, the company was absorbed through rules might come into play and the nature and severity of the adverse consequences that these circumstances might entail. The Board of Directors is not aware of any situations since the establishment of SNCB that would have provided grounds for claims or for procedures likely to bring the proposed rules into play. The Board of Directors believes that the proposed rules are conducive to the good management of the company by safeguarding its management bodies and supplementing the existing legal protection in an appropriate manner by means 86 merger into its parent company SNCB Holding sa; • SNCB Holding sa recorded a profit after tax of €150.8 million for 2013; • The budget of the merged company in which SNCB was included as of 1 January 2014 provides for a positive recurrent EBITDA of €24.7 million; • Part of the debt incumbent on the SNCB Group was, in the context of the restructuring of the group, assigned to the infrastructure manager, which has a positive effect on the future results of the merged entity. financial report of SNCB 87 Corporate Governance • Mr Kris Lauwers; • Mr Renaud Lorand; Board of Directors • Ms Saskia Schatteman; • Mr Dirk Sterckx. Composition The composition of the Board of Directors and the By the Royal Decree of 4 November 2013, Mr Cornu was arrangements for the appointment of the directors and appointed as CEO for a period of six years from 13 November chairman are determined in Articles 16 and 223 of the Law 2013. of 21 March 1991 on the reform of certain economic public companies as well as in Articles 17 to 21 of the articles of Main offices held by the directors outside the SNCB: association. • Ms Bovy: Chief of staff of the Deputy Prime Minister and Minister for Social Affairs and Public Health; Until 21 October 2013, the Board of Directors was composed as follows: • Ms Laurence Bovy, chair; • Mr Descheemaecker: Director of The Brussels Airport Company; • Mr Fontinoy: Expert adviser at the Office of the Deputy Prime • Mr Marc Descheemaecker, CEO; Minister and Minister for Foreign Affairs, Chairman of SNCB- • Mr Jean-Claude Fontinoy, director; Holding and of Euro Liège TGV SA, company director; • Mr Kris Lauwers, director; • Mr Lauwers: Deputy Director-General of STIB; • Mr Renaud Lorand, director; • Mr Lorand: Chief of staff of the Vice President of the Walloon • Mr Philippe Matthis, director; Government and Minister for the Economy, SMEs, Foreign • Ms Lieve Schuermans, director; Trade and New Technologies; • Ms Angeline Van Den Rijse, director. • Mr Matthis: Deputy Director-General of the Port of Brussels; • Ms Schuermans: Inspector of Finance of the Flemish Region, By decision of the general meeting of 27 September 2013, the Director of SNCB-Holding; number of members of the Board of Directors was increased to • Ms Van Den Rijse: Secretary of ABVV – General Central 10, including the CEO. Office, Antwerp-Waasland; • Ms Bruyninckx: Managing director of the Antwerp Port The general meeting of 22 October 2013 decided to appoint the following as directors for a period of six years from that date: • Mr Eddy Louis Bruyninckx; • Ms Valentine Delwart; • Mr Jean-Claude Fontinoy; 88 Authority; • Ms Delwart: General secretary of the MR; • Mr Joris: Company director; • Ms Leburton: Director-general of the Société Wallonne des Aéroports; • Ms Schatteman: Director of Marketing, Microsoft Belgium- • Mr Luc Joris; Luxembourg; • Ms Valérie Leburton; • Mr Sterckx: Municipal councillor. Frequency of meetings – Participation of members Committees established by the Board of Directors In principle the Board of Directors meets on the first Friday of every month. Audit Committee In 2013 the Board of Directors met 17 times: Composition • 13 times in its old composition. Ms Van Den Rijse did not The establishment and composition of the Audit Committee attend one meeting and Ms Schuermans did not attend are governed by Article 227 of the Law of 21 March 1991 and two meetings; the other directors attended all meetings. The Article 36 of the articles of association. average attendance rate was 96.9%; • 4 times in its new composition. Mr Bruyninckx did not The Audit Committee was established by the decision of the attend three meetings, and Ms Delwart, Ms Schatteman and Board of Directors of 4 November 2004. The Board meeting of Mr Sterckx did not attend one meeting. The average 5 June 2009 set the number of members at five and changed attendance rate was 83.3%. the composition as follows: Powers and decision-making • Mr Kris Lauwers, chairman of the Audit Committee; In general, the powers of the Board of Directors are • Ms Laurence Bovy ; determined in Article 17 of the Law of 21 March 1991; some • Ms Angeline Van Den Rijse ; powers are reserved exclusively by law for the Board of • Mr Jean-Claude Fontinoy ; Directors. • Mr Philippe Matthis. Quorum, majorities and rules on voting are set out in Articles 26 to 28 of the articles of association. The meeting of the Board of Directors of 31 October 2013, using a written procedure, changed the composition of the Some important matters addressed during the year: Audit Committee as follows: • the safety of rail transport; • Mr Renaud Lorand, chairman of the Audit Committee; • punctuality; • Mr Eddy Bruyninckx ; • the transport plan (2013 and long term); • Ms Valentine Delwart ; • the 2013-2025 multi-year investment plan; • Mr Kris Lauwers. • the development of freight activities and monitoring of the subsidiary SNCB Logistics sa; The CEO, the officer responsible for the finances of SNCB and • the establishment of a railway company for the Thalys the officer responsible for internal audit at SNCB are invited to business; the meetings in an advisory capacity. • project Fyra and the introduction of an alternative service; • the restructuring of the SNCB Group. corporate governance SNCB 89 Frequency of meetings – Participation of members • Mr Luc Joris ; In 2013 the Committee met 7 times: • Mr Dirk Sterckx. • 4 times in its old composition. Ms Bovy did not attend 2 meetings and Ms Van Den Rijse and Messrs Fontinoy and Frequency of meetings – Participation of members Matthis did not attend 1 meeting. The average attendance The Committee met twice in 2013. All the members were rate was 75%; present. The average attendance rate was 100%. • 3 times in its new composition. Mr Bruyninckx did not attend 3 meetings and Ms Delwart did not attend 1 meeting. Compétences The average attendance rate was 66.7%. The powers of the Appointments and Remuneration Committee are governed by Articles 17, 226 and 228 of the Law of 21 Powers March 1991 and by Article 37 of the articles of association. The powers of the Audit Committee are governed by Article 227 of the Law of 21 March 1991, Article 36 of the articles of Executive Committee association, and the Charter of the Audit Committee, approved by the Committee on 3 July 2009. Composition The composition of the Executive Committee is governed by Appointments and Remuneration Committee Articles 16 and 224 of the Law of 21 March 1991 and Articles 32 and 33 of the articles of association. Composition The term of office of the executive officers is set at 6 Its composition is determined in Article 228 of the Law of 21 years (Government Decree 8 November 2004) from the March 1991, Article 37 of the articles of association. commencement of their duties. By decision of the Board at its meetings of 4 November 2004 The number of executive officers is set at 3 (Government and 5 September 2008, the Appointments and Remuneration Decree 24 April 2007). The Executive Committee is composed Committee is composed as follows: as follows: • Ms Laurence Bovy, chairman of the Committee; • M. Marc Descheemaecker, who was replaced by Mr Cornu • Mr Marc Descheemaecker, CEO; with effect from 13 November 2013; • Mr Renaud Lorand; • M. Richard Gayetot, executive officer for Technics; • Ms Lieve Schuermans. • M. Michel Jadot, executive officer for Europe; • M. Sabin S’heeren, executive officer for Mobility. The meeting of the Board of Directors of 31 October 2013, 90 using a written procedure, changed the composition of the Mr Gayetot’s term of office expired on 3 December 2010 Appointments and Remuneration Committee as follows: and those of Messrs Jadot and S’heeren on 1 June 2013. At • Mr Jean Claude Fontinoy, chairman of the Committee; the Board meetings of 3 December 2010 and 3 May 2013, it • Mr Marc Descheemaecker, who was replaced by Mr Cornu was decided to extend these terms until the following three with effect from 13 November 2013; conditions are met: • the CEO is appointed by Royal Decree; Committee established by the Executive Committee • the members of the Board of Directors are appointed by the general meeting, in accordance with the decision taken by Management Committee the general meeting of 22 October 2010; • the Board of Directors has, on the proposal of the CEO, Composition commented on the composition of the Executive Committee. This committee was established by the decision of the Executive Committee of 4 January 2005. The Company is validly represented by the CEO and the executive officer appointed for the purpose by the Board of This Committee consists of the members of the Executive Directors, acting jointly. Mr Gayetot was appointed by the Committee and the following people (composition approved Board of Directors on 8 November 2004 as the executive by the Board of Directors of 12 November 2009): officer who holds the second power of signature with effect • Mr A. DE BRAUWER, General Manager of Finances; from 3 December 2004. It is chaired by the CEO. The heads of the three services overseen by the CEO (Strategic The members of the Management Committee, as well as the and Legal Affairs, Central Support (HR), Public & Corporate heads of the three services overseen by the CEO (Strategic Affairs), attend the meetings (by decision of the Board of and Legal Affairs, Central Support (HR) and Public & Corporate Directors of 16 April 2007). Affairs), are invited to the meetings. Frequency of meetings Frequency of meetings In principle it meets every week before the meeting of the In principle, the meetings of the Executive Committee are held Executive Committee. weekly, usually on a Tuesday. The Executive Committee met 43 The Management Committee met 39 times in 2013. times in 2013. Powers Powers The Management Committee is responsible for preparing the The Committee’s powers are governed by Article 224 of the decisions of the Executive Committee, without prejudice to Law of 21 March 1991 and by Articles 34 and 35 of the articles the powers of the latter. of association. In addition, the Committee has the powers delegated to it by the Board and the powers that are reserved by law, such as the negotiation of the management contract (Art. 4 §2 Law of 21 March 1991). corporate governance SNCB 91 Orientation Committee Board of Auditors (Art. 25 Law of 21 March 1991) The auditing of the financial situation and annual accounts is Composition entrusted to a Board of Auditors consisting of four members In accordance with Article 231 of the Law of 21 March 1991, who bear the title of auditor. Two of these are appointed by the the Orientation Committee gives advice on all measures that Court of Audit and the other two by the General Meeting from may affect cooperation with the regional transport companies. members of the Belgian Institute of Company Auditors. This Committee is composed of: The appointment procedure is set out in Article 25 of the Law • 6 representatives from the regional transport companies: of 21 March 1991. Messrs Vandenbroucke and Urbain for the SRWT, Messrs De Meeus and Lauwers for STIB and Messrs Kesteloot and The members of the board are: Jacobs for De Lijn; • Mr Philippe Gossart, representative of the firm Mazars • 6 representatives from SNCB: Messrs Descheemaecker, Reviseurs d’Entreprises SCRL, chairman of the Board Jadot, Gayetot, S’heeren, Leclercq and Ms Rombauts. of Auditors, auditor*, The Orientation Committee met 3 times in 2013. • Mme Ria Verheyen, representative of the firm PKF Réviseurs d’entreprises SCRL, auditor*; Supervision • M. Michel De Fays, advisor at the Court of Audit; • M. Rudy Moens, advisor at the Court of Audit. Government Commissioner (art. 230 Law of 21 March 1991) The SNCB is subject to the supervision of the Minister * These terms of office expire at the general meeting which responsible for public companies. will be held in 2014. This supervision is exercised via a Government Commissioner. Remuneration of members of the management bodies The appointment procedure for and role of the Government Commissioner are set out in Articles 227 and 230 of the Remuneration of the directors Law of 21 March 1991 and in Article 40 of the articles of Pursuant to Article 226 §1 of the Law of 21 March 1991 on association. the reform of certain economic public companies, the general meeting determines the remuneration of the members of the The Government Commissioner for SNCB is Mr Xavier Board of Directors, on the proposal of the Appointments and BODSON. By Royal Decree of 4 November 2013, Mr BODSON Remuneration Committee. was relieved of his duties and Mr Olivier Vanderijst was appointed Government Commissioner as of that date. On the basis of the principles laid down at the General Meeting of 31 December 2004, the directors of the SNCB, with the exception of the CEO, receive remuneration consisting of a fixed component (basic salary), a variable component (attendance fee for each meeting) and an expense allowance. 92 In the case of a dual mandate within the SNCB Group, the The difference between the directors has to do with the fact fixed annual remuneration cannot be received twice. that various terms of office expired on 22 October 2013, with The General Meeting of 16 May 2006 set the following certain the fact that new directors were appointed on 22 November remuneration amounts, on the proposal of the Appointments 2013, with the number of meetings, with the presence of and Remuneration Committee of 27 March 2006: the directors and with the fact that, for directors who also serve in SNCB-Holding, part of the fixed component of the remuneration is borne by the latter. • for yhe Chairman: • a fixed component, equal to a gross annual amount of €27,200; Remuneration of the CEO and executive officers • an attendance token of €500 gross per Board meeting Pursuant to Article 226 §2 of the Law of 21 March 1991 on the reform of certain economic public companies, the and €400 gross per Committee meeting attended; Board of Directors, with the exception of the CEO, negotiates • a net annual expense allowance of €2,400. with the CEO and the other members of the Executive Committee a special agreement defining the rights, including • for the directors: • a fixed component, equal to a gross annual amount of €13,600; • an attendance token of €500 gross per Board meeting and €400 gross per Committee meeting attended; • a net annual expense allowance of €1,200. the remuneration and the obligations of the latter on the one hand, and of SNCB on the other hand. In accordance with Article 228, § 2, paragraph 2, the Board of Directors receives proposals from the Appointments and Remuneration Committee on the remuneration and the benefits to be allocated. The gross amounts assigned to the directors for 2013 are: At the meeting of the Board of Directors on 23 December • Ms Bovy, Chairman: €29,135.52 • Mr Fontinoy, director/Chairman: €10,800 • Mr Lauwers, director: €23,266.64 consists of a fixed component (basic salary) and a variable • Mr Lorand, director: €22,066.64 component (payment for the office). The holiday allowance, • Mr Matthis, director: €18,167.71 annual bonus and any other allocations and remuneration are • Ms Schuermans, director: €10,483.90 determined in accordance with the applicable regulations. • Ms Van den Rijse, director: €17,667.71 The CEO and the contractual executive officers benefit from a • Mr Bruyninckx, director: € 1,633.34 group insurance policy that is intended to compensate for the • Ms Delwart, director: € 3,616.14 more advantageous pension regime enjoyed by the statutory • Mr Joris, director: € 3,533.34 directors. • Ms Leburton, director: € 3 316.14 • Ms Schatteman, director: € 2,816.14 • Mr Sterckx, director: € 3,216.14 2004, the remuneration system for the members of the Executive Committee was determined. This remuneration corporate governance SNCB 93 CEO • other remuneration components: The fixed component and the office-related benefits are thus • benefit in kind (car): €6,887.64 determined in a special agreement, negotiated with the Board • group insurance, work accident insurance and of Directors. The variable component of the remuneration is determined At the Board meeting of April 2008, an increase in the on the basis of a coefficient that can vary between 0 and 3. remuneration of the CEO was decided on, but this is not This coefficient is determined on the basis of the following 10 applied, although it is a contractually acquired right. criteria/targets, of which the first six are common to the Group The contract of Mr Cornu as CEO of SNCB covered the period and the last four are specific to SNCB: from 13 November 2013 to 31 December 2013. Mr Cornu • stabilisation of the Group’s net consolidated debt performed this office without remuneration. hospitalisation insurance: €47,736.30 • growth of domestic passenger traffic • general customer satisfaction Executive officers • staff engagement The fixed component and the office-related benefits are thus • accidents at work determined in a special agreement, negotiated with the Board • punctuality rate of passenger trains of Directors. • operational cash flow (EBITDA) • punctuality of passenger trains: delays for which SNCB is responsible • implementation of the investment budget • criteria and specific targets, set by the Chairman of the Board of Directors and also relating to quality aspects. Each year, the Appointments and Remuneration Committee, on the proposal of the Chairman of the Board of Directors, evaluates the various criteria that have been achieved in the past year in light of the specified targets . The variable component represents approximately 25% of the total gross annual remuneration of the CEO. In 2013, the total gross amount assigned to Mr Descheemaecker, CEO, was: • fixed component 2013: €397,788.63 • variable component 2012: €111,290.99 94 The variable component of the remuneration is determined on the basis of a coefficient that can vary between 0 and 3. This coefficient is determined on the basis of various elements such as punctuality and customer satisfaction (in parallel with the evaluation system used for the CEO), the feedback process that is applied to all senior executives at SNCB, a performance analysis of each individual and the targets set for that year. Each year, the Appointments and Remuneration Committee, on the proposal of the CEO, evaluates the various criteria that have been achieved in the past year. The variable component represents approximately 25% of the total gross annual remuneration of the executive officers. In 2013, the total gross amount assigned to the other members of the Executive Committee was: • fixed component 2013: €826,461.87 • variable component 2012: €213,796.64 • other remuneration components: • benefit in kind (car, telephone): €14,696.13 • group insurance, work accident insurance and hospitalisation insurance: €32,093.48 The Appointments and Remuneration Committee set the following general objectives for 2012: • achievement of the budget; • achievement of the TBL 1+/ETCS planning – Improving the safety culture; • achievement of the punctuality rate set out in the management contract; • improving punctuality in order to increase the number of trains running on time; • further enhancing cooperation between the infrastructure manager and the railway company; • further improving quality and perceived quality (Quality Barometer). These general objectives will be complemented by a series of specific objectives for each executive officer. Severance pay for the CEO and executive officers The contract of the CEO provides for severance pay equivalent to 24 months’ full remuneration and allowances. The contractual executive officers’ contract provides for severance pay equivalent to 18 months’ full remuneration and allowances. The statutory executive officers retain the pay conditions associated with the function of executive officer until the normal expiry of their term of office; they are subsequently returned to the level of manager and remunerated according to the pay conditions associated with that level. corporate governance SNCB 95 96 Inspiring financial management Annual report of SNCB-Holding drawn up in accordance with Articles 95 and 96 of the Company Code 97 In accordance with Articles 95 and 96 of the Company Code, the Board of Directors has prepared an annual report providing information about the following points. A. Annual financial report The present annual report is attached to the accounts filed at the National Bank of Belgium, which were prepared in Changes in activities and results accordance with Belgian standards, and the figures quoted are therefore determined according to these accounting principles. Accounting standards Since the 2011 financial year, the accounts have been kept according to the IFRS accounting standards, in accordance with Article 89 of the management contract entered into between SNCB-Holding and the State, but also to meet the expectations of investors who, via SNCB-Holding, provide financing for the SNCB Group. However, the company’s annual financial statements have been prepared according to two accounting standards (Belgian B-GAAP standards and IFRS standards). The duality of standards results in different figures, since the accounting principles differ depending on the standards applied. The result according to IFRS is €-28.0 million, but must be adjusted as follows in order to present the result according to B-GAAP (€+150.8 million): • fair value adjustments not recorded under B-GAAP (€-21.4 million), • deferred tax determined by IAS 12 (€136.5 million), • cancellation in IFRS of the financial provisions recorded in B-GAAP (€42.9 million), • adjustment of staff social security benefits (€17.5 million), • other IFRS adjustments (€3.5 million). These are also the accounts which are the subject of the certification report prepared by the Board of Auditors. The IFRS accounts are available on the company's website (http://www.belgianrail.be/nl/corporate/publicaties/ jaarverslag.aspx) EBITDA One of the key indicators of the company’s financial performance is the change in gross operational cash flow, which can be measured by EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation). As at 31 December 2013, EBITDA (B-GAAP) amounted to €144.1 million, compared with €125.1 million in 2012, an increase of €18.9 million (15.1%). This positive change is primarily explained by: • an increase of €143.5 million in turnover, largely associated with a decrease of €99.1 million in orders in progress; • an increase of €50.1 million in overall personnel costs; • an increase of €19.1 million in other operating income; • a decrease of €8.5 million in miscellaneous goods and services; • an increase of €3.6 million in goods, raw materials and consumables. 98 The income statement (million €) 2013 2012 Sales & services 2,573.3 Turnover 2,613.3 Variation in work-in-progress, finished products and orders-in-progress Capitalised production Other operating income Operating expenses excluding amortisation, provisions and impairment losses Supplies and goods Miscellaneous goods and services Remuneration, social security contributions, pensions Other operating expenditure EBITDA Depreciation Value reductions Provisions EBIT Investment result Difference % 2,509.1 64.2 2.6% 2,469.8 143.5 5.8% -97.1 2.0 -99.1 - 19.7 19.0 0.8 4.0% 37.4 18.3 19.1 N.S. -2,429.2 -2,383.9 -45.3 1.9% -4.8 -1.2 -3.6 NS -249.4 -257.9 8.5 -3.3% -2,171.2 -2,121.0 -50.1 2.4% -3.9 -3.8 - 1.1% 144.1 125.1 18.9 15.1% -75.8 -78.1 2.3 -3.0% 0.5 -1.2 1.7 NS 49.3 -47.6 96.8 NS 118.1 -1.7 119.8 NS 75.8 -45.9 121.8 NS 241.1 348.1 -107.0 -30.7% Income from trade investments held as fixed assets 20.2 22.7 -2.6 -11.3% Income from current assets 65.6 87.8 -22.3 -25.4% Investment income Other investment income 155.3 237.5 -82.1 -34.6% Investment expenditure 165.2 394.0 -228.7 -58.1% Cost of debts 191.6 215.9 -24.3 -11.3% Value reductions 0.3 1.4 -1.0 -77.0% -26.7 176.7 -203.4 NS EBT 194.0 -47.6 241.6 NS Exceptional result -43.1 51.2 -94.4 NS 16.7 58.2 -41.5 -71.4% -59.8 -6.9 -52.9 NS Other investment expenditure Exceptional income Exceptional expenditure 150.8 3.6 147.2 NS Levies on untaxed reserves 0.0 88.9 -88.9 NS Tax on profit or loss 0.0 0 0.0 NS 150.8 92.5 58.3 63.1% Result Profit financial report of SNCB-Holding 99 EBITDA improved by €18.9 million, despite the fall in turnover Balance sheet from intra-group services for operating activities. The SNCB-Holding balance sheet total was €11,632.8 million, Other significant elements in the result an increase of €1,210.1 million compared with the previous After taking into account depreciation (€-75.8 million), year (€10,422.7 million). impairments on receivables and stock (€+0.5 million) and provisions (€49.3 million), the operating result (EBIT) was The balance sheet structure is still characterised by a €118.1 million, up €119.8 million from 2012 (€-1.7 million). significant proportion of fixed assets (€6,806.8 million), mainly tangible fixed assets (€2,533.7 million), but also financial The financial results are positive to the tune of €75.8 million. assets (€4,167.2 million). They include financial income totalling €241.1 million, €91.2 million of which consists of amortisation of capital subsidies With particular regard to tangible and intangible fixed assets, received, and financial charges of €165.2 million, including in SNCB-Holding invested €165.1 million in 2013, including particular the net interest charge relating to the ‘management €42.3 million on stations and €54.0 million on parking contract’ debt amounting to €82.0 million. facilities. The overall result for the financial year is a positive €150.8 SNCB-Holding also has various shareholdings, including in million, as against a profit of €3.6 million in 2012, i.e. an SNCB, Infrabel and SNCB Logistics. The value of its stake in improvement of €147.2 million. Taking into account the SNCB had already been reduced to zero in previous financial previous losses brought forward, it is proposed that the result years. to be appropriated for the financial year should be applied to clear these losses. In addition, in the context of the search for a strategic partner for SNCB Logistics, the latter has been the subject of a valuation. Assuming a weighted average cost of capital (WACC) of 8% and a permanent growth rate (PGR) of 1.75%, the value of the company is estimated at €24 million. On this basis, the value of SNCB-Holding’s 6.81% stake in the capital of SNCB Logistics was corrected, with an impact on the financial result of €9.8 million. The remaining assets are current assets (€4,826.0 million), which among other things include €1,603.9 million of receivables falling due in more than one year and €2,103.8 million of cash investments and liquid assets. 100 Balance sheet (million €) Fixed assets Start-up costs 31/12/2013 31/12/2012 Difference 6,806.8 5,443.3 1,363.5 - - - 105.9 125.1 -19.2 Tangible fixed assets 2,533.7 1,342.1 1,191.6 Trade investments held as fixed assets 4,167.2 3,976.1 191.1 Current assets 4,826.0 4,979.4 -153.4 Receivables of more than one year 1,603.9 1,492.4 111.5 Intangible fixed assets Stocks Receivables of one year maximum Cash investments Liquid assets Accruals and prepayments TOTAL ASSETS Equity capital Capital Share premium Capital gains on revaluation 42.7 138.2 -95.4 759.1 1,040.8 -281.7 2,041.0 1,981.3 59.7 62.7 37.5 25.2 316.5 289.2 27.3 11,632.8 10,422.7 1,210.1 3,381.6 1,909.1 1,472.6 741.8 741.8 - - - - 1,223.6 - 1,223.6 - - - -23.9 -174.7 150.8 1,440.2 1,342.0 98.2 Provisions and deferred taxes 882.8 980.1 -97.4 Provisions for contingencies and expenditure 882.8 980.1 -97.4 - - - Debts 7,368.4 7,533.5 -165.1 Debts of more than one year 4,683.1 4,909.6 -226.5 2,429.4 2,289.7 139.7 255.9 334.2 -78.3 11,632.8 10,422.7 1,210.1 Reserves Retained earnings Capital subsidy Deferred taxes Debts of one year maximum Accruals and prepayments TOTAL LIABILITIES financial report of SNCB-Holding 101 The liabilities mainly comprise €3,381.6 million of The Board of Directors has endorsed the conclusions of the shareholders’ equity, €882.8 million of provisions for liabilities PwC study and decided that both the profitability of the CGU and charges, €4,683.1 million of debts falling due in more Stations/Estate and the realisable value (market value) of the than one year and €2,429.4 million of debts falling due within assets concerned permit the latter to be revalued under the one year. terms of Article 57 of the Royal Decree of 30 January 2001 on the implementation of the Company Code, taking into account On the basis of the PwC study of 5 November 2013 entitled the utility value of these assets to the company in the context Project Station - Analysis of the revaluation opportunities for of its public service mission and its goal of overall financial certain fixed assets of SNCB-Holding and SNCB, the Board equilibrium. of Directors has determined that the realisable value of the CGU Stations/Estate of SNCB Holding resulting from the Following consistency checks conducted by the Board of discounted future cash flows based on appropriate financial Auditors, however, some values had to be corrected. The final parameters presents a revaluation potential. Moreover, the value of the revaluation of fixed assets amounted to €1,223.6 value of many immovable assets (land) presents a certain million: €1,127.0 million for land, €34.6 million for the and lasting surplus over book value, taking into account their shareholding in Eurostation’s capital and €62.0 million for the carefully estimated realisable value (market value). It follows shareholding in Eurofima’s capital. that the restated value of the relevant assets can be realised, independent of the degree of profitability of the CGU Stations/ With regard to the balance sheet debt, it should be noted that Estate as a whole, by their disposal under market conditions. this cannot be analysed without offsetting against it certain The assets that are the subject of revaluation are useful for the assets (fixed term deposits or receivables) which are closely activities of SNCB-Holding (today) and New SNCB (tomorrow), linked to it, due to the structure of certain loans, and also to in connection with the management of both the SNCB’s the cash-pooling function assumed by SNCB-Holding on behalf historical estate and the stations. In addition, their utility of the SNCB Group. For this reason indebtedness is subject to a value must necessarily be appraised in the light of the public specific calculation as detailed below. service mission assigned to the company: the purpose of the property reserve is not to serve objectives of profitability The net debt was €3,292.3 million at the end of 2013, comparable to the market, but to contribute sustainably to the consisting of €2,566.9 million of assets (€1,040.7 million of achievement of the SNCB’s missions with a view to financial financial assets, €122.6 million of derivatives and €1,403.5 equilibrium. Given that these are non-depreciable assets, million of cash and cash equivalents) and €5,859.2 million the revaluation will have no direct impact on the company’s of liabilities (€5,664.9 million of financial debts and €194.3 income statement. million of derivatives). The analysis of PWC is based on assumptions, which have been selected under the Gramafi exercise (projection of the financial impact of the restructuring of the SNCB Group), including operating cash flows and future investments. 102 Indebtedness During 2013, SNCB-Holding’s net debt increased by €204.2 SNCB-Holding’s net indebtedness is the debt contracted with million, from €3,088.1 million to €3,292.3 million. This financial institutions as entered in the accounts: unfavourable change is primarily the result of the allocation of + interest-bearing intra-group debts; funds for equipment intended for the RER and the release of - interest-yielding intra-group cash investments; capital for Infrabel (TGV deficit). - ‘back-to-back’ transactions concluded with the State in connection with the assumption of debt on Article 88 of the management contract entered into with 1 January 2005; the State imposes stabilisation of the debt for which SNCB- - liquid assets and cash investments with financial Holding is responsible (“management contract debt”), i.e. institutions not managed on behalf of third parties disregarding the loans made on behalf of public authorities, (RER Fund, Liefkenshoektunnel, Employee Benefits in connection with contracts by which the latter secure the Fund); principal and interest charge of such loans (“non-management - cash investments earmarked for partial repayment of contract debt”). The chart below shows the changing level of this debt. the nominal debt amount contracted with financial institutions; - interest-yielding receivables relating to intra-group The company’s financial policy states among other points that companies. the ratio of fixed to variable interest rates must be 2/3 to 1/3, with a ±5% margin. As at the end of December 2013, this fixed/variable ratio was 63.0% to 37.0%. The ratio therefore falls within the authorised range. Changes in debt 2,960 2,826 3,194 393 345 379 2,541 2,443 2,444 470 2,274 758 1,048 2,330 2,244 31/12/2005 31/12/2006 31/12/2007 31/12/2008 31/12/2009 31/12/2010 31/12/2011 31/12/2012 31/12/2013 2,960 2,826 3,194 2,934 2,788 2,823 2,744 3,088 3,292 management contract debt non-management contract debt rapport financier SNCB-Holding 103 Significant events after the balance sheet date The law of 30 August 2013 regarding the reform of the Belgian A number of accompanying measures have been added to these operations, such as capital increases and transfers of certain assets and liabilities. railways broadly outlined the principles of a major structural reform of Belgian railway operations. Impact of restructuring SNCB-Holding has no knowledge of any provisions made in The fundamental principles of this reform consist of redefining order to achieve synergies in connection with the merger or the structures and the roles of the three public limited cover any excessive costs. companies under public law within the meaning of the law companies including SNCB-Holding, Infrabel and SNCB. Circumstances potentially having a material influence on the development of the company The goal was to reduce the SNCB Group, as structured since Apart from the circumstances mentioned below under ‘Risks’, 2005, to two autonomous public companies in the form of it should be noted that as yet no new management contract public limited companies under public law (an infrastructure has been signed with the government. of 21 March 1991 on the reform of certain economic public manager and a rail operator), which will participate together with the State in HR Rail, a public law subsidiary, which will act Preparations have been started to draw up a new management as the sole employer of the staff. contract between the SNCB merger company and the government. The transition to the new structure consisted of three operations that were carried out simultaneously, and the In the meantime, the 2008-2012 management contract has consequences of which took effect from 1 January 2014: been extended, and provisional rules have been set for the 1.the merger of SNCB-Holding and SNCB via a merger method transitional period. by which SNCB-Holding absorbs SNCB. 2.The transfer of certain activities and assets of SNCB-Holding As well as SNCB’s obligations, the management contract will to Infrabel through a partial demerger, accompanied by a also define the subsidies that SNCB will receive for its public decoupling of the current shareholding of SNCB-Holding in utility services with respect to both investments and operating Infrabel. funds. 3.The establishment of HR Rail as a public limited company under public law which will be the employer of the staff and Following the guidelines of its main shareholder, the SNCB into which the assets and liabilities from the current human Group took measures to reduce the number of subsidiaries. resources operational activity of SNCB-Holding have been Concrete actions have already been taken to reduce the brought. consolidation of the SNCB Group in 2013 by 27 companies. In 2014, this movement will be extended and will include at least five additional subsidiaries. 104 Research and development activity Each quarter, the Finance Department reports on financial There were no significant activities in the field of research and activities to the Executive Committee, the Audit Committee development in the year 2013. and the Board of Directors, as part of the presentation of the financial statements. Branch offices SNCB-Holding does not have any branch offices. Every year, the Treasury Service of the Finance Department prepares a report analysing the consequences of the credit Application of going concern rules SNCB-Holding’s results for the financial year are a positive €150.8 million, and it should be noted that, through its activities, the company generated a gross operating surplus (EBITDA) of €144.1 million as at the end of 2013, up €18.9 million from 2012. This amount easily covers the financial charges relating to the management contract debt (€82.0 crisis for SNCB-Holding. This report is intended for the Executive Committee, the Audit Committee and the Board of Directors. In addition, Internal Audit is responsible for verifying compliance with the financial policy defined by the company, in particular concerning the use of derivatives, and the million). accuracy of reports. Finally, SNCB-Holding’s rating has been stable since its In view of the internal regulations in force regarding the downgrade in 2011 by Moody’s (from Aa1 to A1) and by Standard & Poor’s (from AA to A+, with ‘negative’ outlook). These ratings have been repeatedly confirmed since then, most recently on 20 November 2013 by Moody’s and on 15 November 2013 by Standard & Poor’s. In accordance with the obligations arising from Article 109 of the management contract, the SNCB-Holding Board of Directors monitors changes in the SNCB’s financial situation with careful attention, as any deterioration in that situation could jeopardise the financial equilibrium of the Group as a whole and, at the same time, compromise the achievement of the management contract objectives. Reporting and control Each month, an activity report is prepared by the Treasury Service at the Finance Department for the Chief Financial Officer, the Deputy Financial Officer, Accounting, Internal Audit, and the Board of Auditors. management and reduction of risks, it is clear that the existing contracts relating to derivatives can have only a marginal impact on the company’s price, credit, liquidity and cash flow risks. These risks are assessed quarterly at their market value and the necessary provisions are made or reversed. In accordance with Article 67 of the management contract with the State, the Finance Department submits regular reports on the utilisation of the RER Fund financial resources to the DGTT and the Minister of Public Companies. Concerning the management of the Railway Investments Fund, the Finance Department provides the federal government with a special report (pursuant to the Royal Decree of 21 December 2013) regarding payment into the Railway Investments Fund account of the financial resources for investments which have not been used by the SNCB Group in 2013. financial report of SNCB-Holding 105 The resources managed by SNCB-Holding for the Liefkenshoek Liquidity risk Rail Link (under the supervision of the Flemish Region) and for When financing is contracted, account is taken of the forecast the Flemish Region in connection with the Mechelen station changes in the future cash flow in order to level out and approach project are mentioned in a special report to the reduce the cash balances as far as possible. Investments and Flemish Region. loans must be aligned to each other in order to minimise Risks and uncertainties relating to the use of financial instruments and the company’s financial situation internal risks. In addition, the liquidity risk is covered by spreading debt due dates over time. Thus, at most 20% of the outstanding debt In connection with financing its debt and concluding various may mature in the same year, with a maximum of 10% of the alternative financing transactions, SNCB-Holding actively debt per quarter. During the financial year 2012, an exemption manages certain risks, in particular relating to liquidity, was obtained by the Board of Directors concerning the issue exchange, and interest and credit rates. For this purpose, it of the first tranche of €500 million under the new EMTN has drawn up a financial policy, approved by the Board of programme. Directors, laying down strict risk management rules. Exchange risk To cover exchange and interest rate risks, products known Any debt transaction, even short term, generating an exchange as ‘derivatives’ are used, namely swaps, forward rate risk, must be immediately covered in full in euros (principal agreements, options, forward exchange contracts and futures, and interest) by the use of derivatives. the underlying securities being an interest rate, inflation, an exchange rate, energy products (including diesel for diesel The covered position can be accompanied by a floating or fixed traction and traction electricity) or a receivable. interest rate. Such transactions are recorded in accordance with IAS Interest rate risk standards 32 and 39 for the accounts published under ‘full The working methods for limiting liquidity risks also apply to IFRS’, and in accordance with Belgian accounting legislation covering interest rate risks. for the accounts published under Belgian Gaap. The aim is for fixed rate debt to represent 2/3 of net longThree counterparties need to be consulted in advance before term debt. This ratio may be adjusted according to market hedging transactions can be entered into. conditions, provided set procedures are complied with. Trading operations are excluded. The pre-financing contracted by SNCB-Holding for the TGV project, the RER equipment and the purchase of series 18 The financial policy mentioned above is also applicable to locomotives, which is covered by hedging, is not taken into the financial resources of the RER Fund, which SNCB-Holding account in calculating the ratio. manages in the name and on behalf of the State. 106 Credit risk Investments must be in the form of a loan and may not use risk Regional pre-financing and co-financing capital. They are subject to strict minimum rating criteria of the The cooperation agreement between the State, the Flemish counterparties, depending on the term of the investment. Region, the Walloon Region and the Brussels-Capital Region relating to the (then unitary) SNCB 2001-2012 multi-year Maximum amounts per counterparty are also set. However, investment plan provided for: these limits are not applicable to investments in instruments • the pre-financing of infrastructure projects of regional that benefit from an AAA/Aaa rating or are issued or interest, with the pre-financed amounts being reimbursed guaranteed by the Belgian Government, the Flemish by the federal State and the interest charges being borne by Community, the Walloon Region, the French Community and the Region concerned; the Brussels-Capital Region. • the co-financing of work concerning major rail investments, with the pre-financing cost (principal plus interest) being For derivatives, the credit risk in relation to the counterparties reimbursed in full by the Region concerned. must be spread and systematically covered by the arrangement of Credit Support Annex (CSA) contracts. With The following pre-financing arrangements were current as at regard to this type of contract, regular calculations are made of 31 December 2013: the net amount that would have to be paid by either SNCB- • railway infrastructure works at the port of Zeebrugge, Holding or the counterparty in the event of the immediate cancellation of the total outstanding amount of the derivatives entered into with the counterparty. Recourse to CSAs limits the risk to a maximum amount, which varies according to the rating of the counterparty. Continued downgrading of SNCB-Holding’s rating would result in considerable sums having to be lodged with counterparties under these CSA contracts. If a bank’s rating falls below BBB+/Baa, contracts with this bank must be transferred to another bank that has a higher rating. With counterparties that have been put on negative credit watch, no new transactions can be carried out during the negative credit watch period. investments in the localised part of the Brussels Luxembourg axis and railway infrastructure works at the port of Brussels (agreement of 5 December 2006) via a pre-financing agreement with SNCB-Holding; • construction of the Liefkenshoek tunnel at the port of Antwerp (DBFM agreement of 5 November 2008) via a public-private partnership; • construction of parking facilities at Louvain-la-Neuve (agreement of 2 June 2009) via pre-financing with SNCB- Holding. In addition to the following co-financing arrangements : • construction of a link road and associated structures with a view to redevelopment of the station approaches and public spaces in Mechelen (agreement of 19 December 2008) via a financial report of SNCB-Holding 107 financing contract with SNCB-Holding; of the shares and 20% of the voting rights minus one, only • integration of a bus station in the future Mons railway transactions under market conditions were performed. station (agreement of 1 March 2010) and integration of a Transactions in which SNCB-Holding is the supplier are either bus station in the existing station at Namur (agreement of performed at cost price (in particular the secondment of 4 September 2012) via financing contracts with SNCB- personnel) or defined by intra-group contracts (already existing Holding. or being entered into) which have been subject to in-depth negotiations between the parties, on the basis of benchmarks Of the six pre-financing projects planned initially, only the where these were available. Likewise, transactions in which agreement relating to the construction of a new station at Infrabel is a supplier are either performed at cost price (in Gosselies airport has yet to be signed. particular the supply of electricity) or defined by intra-group contracts (already existing or being entered into) which have On 14 December 2010 a cooperation agreement was entered been subject to in-depth negotiations between the parties, on into with the Flemish Region and De Lijn for the realisation of the basis of benchmarks where these were available. the Ostend station project. No material transactions were executed with other subsidiaries Transactions with related parties carried out under non-market conditions or sub-subsidiaries not directly or indirectly wholly owned by SNCB-Holding. Pursuant to the Royal Decree of 10 August 2009, SNCBHolding is obliged to provide additional information on For the sake of prudence, it should also be specified that material transactions with related parties executed under no material transactions were executed under non-market non-market conditions. In particular, this concerns companies conditions with companies not directly or indirectly wholly meeting more than one of the criteria set out in Article 16, §1, owned by the State, which owns 99.9% of the SNCB- sub-paragraph 1 of the Company Code. Holding shares. Furthermore, no material transactions were entered into under non-market conditions with members of Although transactions with SNCB are not covered by the provisions of the Decree, given that SNCB-Holding is its sole shareholder, it should be noted that such transactions are either performed at cost price (in particular the secondment of personnel), or defined by intra-group contracts (already existing or being entered into) which have been subject to in-depth negotiations between the parties, on the basis of benchmarks where these were available. However, for certain rolling stock sub-leasing contracts entered into at the time of implementation of the new SNCB Group structure on 1 January 2005, no benchmark was or is available. With regard to Infrabel, in which SNCB-Holding held 93.66% 108 management or executive bodies or persons related to them. financial report of SNCB-Holding 109 Corporate Governance • the Steering Committee • the National Joint Committee The SNCB-Holding articles of association are heavily • the Three CEOs Committee influenced by its legal status as a public limited company • the Strategic Unit under public law (Société anonyme de droit public). As such, SNCB-Holding is primarily subject to the Law of 21 March In addition, there are also the inspection bodies, such as the 1991 on the reform of certain economic public companies. For Government Commissioner and the Board of Auditors. matters not covered by this Law, it is subject to the Company For a more detailed description of the management structure Code. and the operating rules of the management bodies, see the Corporate Governance Charter published on the SNCB-Holding In the world in which we operate, corporate governance is website (www.sncb-holding.be). a major issue demanding careful attention and rules of the utmost transparency. As a public company, SNCB-Holding is firmly committed to a duty of responsibility, and to improving the management and control of its activities. In view of its public service duties, SNCB-Holding has a direct social responsibility towards its main shareholder – the State – and its customers: members of the public who travel by train. Corporate governance statement Derogation from the Belgian Corporate Governance Code 2009 SNCB-Holding complies with the principles and provisions of the Belgian Corporate Governance Code 2009, with the exception of provisions 4.1, 4.2, 4.6 and 4.7. Provisions 4.1 and 4.2 stipulate that the Board of Directors must establish appointment procedures and selection criteria With regard to the rules of corporate governance, SNCB- for the directors and that the Chairman or another non- Holding complies with the reference code imposed by the executive director must conduct the appointment process, Royal Decree of 6 June 2010 (Belgian Official Gazette of 28 whereas Article 162 bis §2 of the Law of 1991 stipulates that June 2010, p. 39622 ff.), except as provided for in the Law the King will appoint a number of directors in proportion to of 21 March 1991 on the reform of certain economic public the voting rights attached to the shares held by the State. As companies. the Belgian State holds 99.998% of the shares, all directors are appointed by the King, according to the complementary In order to properly fulfil its obligations, SNCB-Holding is nature of their skills. supported not only by its Board of Directors but also by three specialist committees: the Audit Committee, the Appointments Provision 4.6 stipulates that directors’ terms of office must not and Remuneration Committee and the Strategic Committee, exceed four years, whereas, according to Article 162 bis §3 of as well as the Executive Committee and other consultative the Law of 1991, SNCB-Holding directorships have a six-year committees, such as: term. Provision 4.7 stipulates that the Chairman must be appointed by the Board; according to Article 162 bis §5, however, the Chairman is appointed by the King. 110 SNCB-Holding: composition of the management and control bodies in 2013 Audit Committee The composition of the Audit Committee is such that it comprises the multiple skills required for a public company of the size of SNCB-Holding. Board of Directors Until 14 October 2013: Chairman: Jean-Claude Fontinoy Until 14 October 2013: CEO: Jannie Haek Chairman: Lieve Schuermans Directors: Eddy Bruyninckx, Catherine Members: Eddy Bruyninckx, Catherine Gernay, Luc Joris, Paul Matthys, Gernay, Magali Verdonck Lieve Schuermans, Magali Verdonck, Marianne Vergeyle, Jacques Etienne From 14 October 2013 until 16 December 2013: Chairman: Members: From 14 October 2013 : Chairman : Renaud Lorand Eddy Bruyninckx, Valentine Delwart, Kris Lauwers Jean-Claude Fontinoy Jannie Haek (until 13 November From 16 December 2013: 2013), Jo Cornu (from 13 Chairman: Dirk Sterckx November 2013) Members: Valentine Delwart, Kris Lauwers, Directors: Eddy Bruyninckx, Valentine Renaud Lorand Delwart, Luc Joris, Kris Lauwers, Valérie Leburton, Renaut Lorand, Appointments and Remuneration Committee Saskia Schatteman and Dirk Until 14 October 2013: CEO: Sterckx. Chairman: Jean-Claude Fontinoy Members: Jannie Haek, Luc Joris, Marianne Vergeyle Executive Committee Chairman: Jannie Haek (until 13 November 2013), Jo Cornu (from Du 14 octobre 2013 au 16 décembre 2013 : 13 November 2013) Chairman: Jean-Claude Fontinoy Executive Officers: • Michel Allé (Finance) Members : Jannie Haek (until 13 November •Vincent Bourlard (Stations) 2013), Jo Cornu (from 13 •Michel Bovy (Strategy & November 2013), Luc Joris, Dirk Coordination) (until 20 Sterckx December 2013) •Sven Audenaert (Human Resources) corporate governance SNCB-Holding 111 National Joint Committee From 16 December 2013: Chairman: Jean-Claude Fontinoy Chairman: Jean-Claude Fontinoy Members: Jo Cornu, Luc Joris, Eddy SNCB Group delegation: Jannie Haek (until 13 November 2013), Jo Cornu (from 13 November 2013), Michel Alle, Michel Bovy, Sven Audenaert, Luc Lallemand, Luc Vansteenkiste, Bruyninckx Strategic Committee Chairman: Jannie Haek (until 13 November Eddy Clement (until 13 November 2013), Jo Cornu (from 13 2013), Marc Descheemaecker November 2013) (until 13 November 2013), Members: • the other nine directors Sabin S’heeren, Richard Gayetot • the four executive officers Delegation of recognised • the representatives of the union bodies: Pierre Lejeune, Serge Piteljon, union bodies: Michel Abdissi L. Sempels, Rudy Verleysen, (until 14 June 2013), Dominique Michel Praillet, Claude Deschaep- Dalne (until 18 October 2013), meester, I. Bertrand, Luc Piens, Rudi Dils (from 14 June 2013), Gérard Husson, P. Vanderborght Jean-Pierre Goossens (until 14 June 2013), Gerard Husson Government Auditor (from 18 October 2013), Luc Government Auditor: Olivier Vanderijst Piens, Serge Piteljon, Michel Praillet (from 14 June 2013), Board of Auditors Rudy Verleysen (from 14 June Board of Auditors for inspection of the statutory accounts: 2013), Marcel Vertongen (until Chairman: 14 June 2013) Members: Philippe Gossart Ignace Desomer, Michel de Fays, Ria Verheyen Steering Committee Chairman: Jannie Haek (until 13 November Auditors 2013), Jo Cornu (from 13 Auditors for inspection of the consolidated accounts of the November 2013) SNCB-Holding - Infrabel consortium: Members: Marc Descheemaecker (until 13 Ria Verheyen on behalf of Grant November 2013), Luc Lallemand, Thornton Réviseurs d’entreprises Luc Piens, Michel Abdissi, SCRL and Philippe Gossart on Jean-Pierre Goossens behalf of Mazars Réviseurs d’entreprises SCRL. 112 Board of Directors unanimous consent of the directors, expressed in writing. This procedure was used once in 2013. Composition The Board is made up of ten members, including the CEO. At Powers least one-third of the members must be of the opposite sex The Board of Directors is empowered to carry out all actions (Article 162 bis §1 of the Law of 21 March 1991). Linguistic necessary or useful for the fulfilment of the public company’s parity is observed. corporate object. The Board exercises oversight over the management provided The King appoints a number of directors in proportion to the by the Executive Committee, which reports regularly to the voting rights attached to the shares held by the State (Article Board. 162 bis §2 sub-paragraph 1 of the Law of 21 March 1991), by The Board, or its Chairman, without prejudice to the powers decree following consultation in the Council of Ministers. All granted to him under Article 18 §5 of the Law of 21 March the directors are appointed by the King. 1991, may at any time ask the Executive Committee to provide a report on the Company’s activities or certain of them. The Board of Directors of SNCB-Holding was reconstituted by the Royal Decree of 14 October 2013. With a view to In 2013, in addition to ongoing matters, the Board of Directors the restructuring of the SNCB Group, the composition of took decisions on and monitored a certain number of major the Boards of Directors of SNCB-Holding and the SNCB was issues: made identical as from 14 October 2013. This is also the • monitoring the restructuring of the SNCB Group; composition of the Board of Directors of the new SNCB from 1 • monitoring the financial situation of the SNCB Group and January 2014. stabilisation of debt; • the 2013-2025 multi-year investment plan; The term of office of all directors is six years from 14 October • monitoring changes in the SNCB Group workforce; 2013. • monitoring the restructuring of SNCB Logistics; Functioning • monitoring the major station projects. Frequency of meetings Under Article 10 of the Articles of Association, the Board meets as often as is required by the interests of the company, and at least four times a year. In 2013, the Board met 15 times. In exceptional cases, when an urgent situation and the interests of the company so require (except in cases excluded by law), decisions of the Board of Directors may be taken by corporate governance SNCB-Holding 113 Audit Committee • monitoring the financial situation of SNCB Logistics; • monitoring the subsidiaries. Functioning Appointments and Remuneration Committee Frequency of meetings The existence of the Appointments and Remuneration The Audit Committee meets at regular intervals. The Chairman Committee is required by Article 161 ter of the Law of 21 of the Committee can convene special meetings to enable the March 1991. Committee to properly fulfil its remit. Directors who are not members of the Audit Committee can Functioning attend meetings if they wish, in which case they receive the corresponding attendance fees. In 2013 the Audit Committee Frequency of meetings met 14 times. The Committee meets as often as required in the interests of the company. In 2013, the Appointments and Remuneration Powers Committee met 9 times. The Audit Committee carries out the tasks entrusted to it by the Board of Directors. In addition, it assists the Board of Powers Directors by examining financial information, in particular the The Committee advises on applications proposed by the CEO annual financial statements, the annual report and interim with a view to the appointment of members of the Executive reports. It also ensures the reliability and integrity of the Committee. financial reports with regard to risk management. It makes proposals to the Board on the remuneration and The main issues dealt with by the Audit Committee in 2013 benefits granted to Executive Committee members and senior included: executives and monitors these issues on an ongoing basis. • monitoring the restructuring of the SNCB Group; • monitoring the financial situation of the SNCB Group and It also carries out the tasks entrusted to it by the Board of stabilisation of debt; Directors. • monitoring the credit crisis; • monitoring the recommendations made by Internal Audit and the action plans agreed between it and the operational management; • the Internal Audit 2014 activity programme, and in particular the audit work to be carried out; • monitoring intra-group invoicing; • monitoring SNCB-Holding’s credit rating; • management and control of tenders/contracts within SNCB- Holding; 114 Strategic Committee annual accounts for 2012; This Committee was set up by the Law of 22 March 2002 • the 2013 quarterly accounts; modifying the Law of 21 March 1991 (Article 161 ter §§ 1, 5, 5 • the amendment of the 2013 investment budget; bis, 6 and 7 of the Law of 21 March 1991). The Committee was • the 2013-2025 multi-year investment plan; established on 20 December 2002. • the SNCB-Holding investment budget for 2014. Functioning Executive Committee The CEO is appointed by the King, by decree issued after Frequency of meetings consultation in the Council of Ministers, for a six-year term of The Committee meets whenever decisions need to be taken office (Article 162 quater of the Law of 21 March 1991). by the Board on strategic matters for which the Committee’s prior opinion is required, and whenever the management The Board of Directors appoints the members of the Executive contract needs to be discussed. In 2013, the Strategic Committee at the proposal of the CEO and after hearing the Committee met 9 times. opinion of the Appointments and Remuneration Committee (Article 162 quater of the Law of 21 March 1991). Powers Without prejudice to the powers granted to the Board and All the members of the Executive Committee perform full- to the Executive Committee, the Strategic Committee is time functions within SNCB-Holding or in connection with empowered: representing it (Article 162 quater of the Law of 21 March • to give its opinion, before the company’s management 1991). contract is entered into, and to monitor the implementation of the management contract, Functioning • to give its opinion, prior to Board resolutions, regarding any measures capable of influencing medium- and long- Frequency of meetings term employment, Meetings of the Executive Committee are held in principle • to give its opinion, prior to Board resolutions, regarding every week, normally on Mondays. In 2013, the Executive the company’s general strategy, its subsidiaries, merger Committee met 49 times. and acquisition processes, general personnel and investment policy, the business plan, changes in annual Powers finances and budgets, and defence of the competitive The Executive Committee is responsible for the day-to-day position provided that such resolutions have a long-term management and the representation with regard to such impact. management, and the implementation of resolutions of the Board of Directors. Specifically, the Strategic Committee was consulted on the The members of the Executive Committee operate as a following matters: collegiate board. They can share out tasks. • the SNCB-Holding annual accounts and the consolidated corporate governance SNCB-Holding 115 Steering Committee • a report on the use of the Internet, email and professional IT The Steering Committee was set up at SNCB by the General storage space; Meeting of 28 May 2004. It is a statutory body with powers • a fourth supplement to the 2008-2012 management to assist in the development of new structures and business contracts between the State and the three SNCB Group plans and in connection with operational management companies; problems. • monitoring the restructuring of the SNCB Group and the introduction of the new structures; Frequency of meetings • information on the Royal Decree establishing HR Rail; The Committee meets at least once a month. Meetings can be • general regulations on trade union relations. convened by any member or by the SNCB-Holding Executive Committee. The latter or any member can add items to the agenda (Article 25 of the Articles of Association). In 2013 the Steering Committee mainly dealt with the following points: • the restructuring of the SNCB Group; There were 7 meetings of the National Joint Commission in 2013. Government Auditor Article 162 nonies of the Law of 21 March 1991 states: ‘SNCB-Holding shall be subject to the controlling power of the • personnel developments; Minister whose portfolio includes the railways. This control • the punctuality and quality of rail services; shall be exercised through the action of a Government Auditor, • assessment of the agreement on work stoppages. appointed and dismissed by the King, at the proposal of the Minister concerned.’ The 3 CEOs Committee The 3 CEOs Committee is formed by the CEOs of the three The Auditor is invited to all meetings of the Board of Directors, companies and chaired by the CEO of SNCB-Holding. In the Executive Committee and the Strategic Committee, particular, it prepares the meetings of the Steering Committee and attends in an advisory capacity. In addition, he attends and coordinates projects affecting the Group as a whole. meetings of the Audit Committee in an advisory capacity. National Joint Committee Board of Auditors Article 25 §1 of the Law of 21 March 1991 states: ‘The Issues dealt with verification of the financial situation, of the annual accounts, • career breaks, palliative care leave, parental leave and care and of the compliance with the Law and the organic statute for a seriously ill family member or relative; of the operations to be shown in the annual accounts shall be • adaptation of the selective testing programmes; entrusted, in each autonomous public company, to a Board of • the allowance for special work; Auditors.’ • changes to ARAD 06 – Welfare at work; • internship agreements in the context of part-time learning/ work; 116 The Board is made up of four members, two of whom are appointed by the Court of Audit from among its own members, and the other two by the General Meeting from members of The gross remuneration of the other directors is made up the Belgian Institute of Company Auditors. of a fixed annual component which amounts to €13,600 and a variable component consisting of attendance fees for The SNCB-Holding General Meeting held on 31 May 2011 meetings. These fees are: appointed PKF Réviseurs d’entreprises SCRL and Mazars • €500 per Board meeting; Réviseurs d’entreprises SCRL for a period of three years, • €400 per meeting of the other committees. renewable once for three years. Mazars is represented by Mr In addition, they receive an annual expense allowance of Philippe Gossart and PKF by Ms Ria Verheyen. €1,200. Remuneration report Attendance at meetings is a necessary requirement for obtaining attendance fees. Remuneration of members of the Board of Directors Article 162 quinquies §2 of the Law of 21 March 1991 on the Directors do not receive any remuneration based on results, reform of certain economic public companies stipulates that such as bonuses or long-term profit-sharing schemes; nor do the General Meeting shall determine the remuneration of the they receive any benefits in kind or pension-related benefits. members of the Board of Directors. No changes to the remuneration of non-executive members of The General Meeting held on 31 May 2006 fixed the the Board of Directors are envisaged. principles, set out below, for determining the remuneration of directors with the exception of the CEO, who does not receive Directors’ gross remuneration (excluding expense allowance): any remuneration or attendance fees as a member of the • J-C. Fontinoy €58,700; Board of Directors and Committees. • E. Bruyninckx €23,866; • P. Matthys €19,575; • L. Joris €29,066; • C. Gernay €20,775; • L. Schuermans €15,837; • M. Verdonck €20,775; • M. Vergeyle €19,175; fees are: • J. Etienne €17,175; • €500 per Board meeting; • V. Delwart €4,878; • €400 per Committee meeting in which he participates. • K. Lauwers €6,833; In addition, he receives an annual expense allowance of • R. Lorand €5,533; €2,400 and is provided with a company car. • V. Leburton €5,562; • S. Schatteman €4,028; • D. Sterckx €4,297; The calculation of directors’ remuneration did not change in 2013. The gross remuneration of the chairman is made up of a fixed annual component which amounts to €39,200, and a variable component consisting of attendance fees for meetings. These corporate governance SNCB-Holding 117 Remuneration of members of the Executive Committee management bonuses. Six of these criteria are evaluated at The procedure followed for fixing the remuneration of SNCB Group level, namely stabilisation of debt, growth in members of the Executive Committee complies with article passenger traffic, general customer satisfaction, personnel 161 ter, §4, paragraph 2 of the Law of 21 March 1991 on the engagement, accidents at work and punctuality of trains. reform of certain economic public companies: Seven criteria are evaluated according to SNCB-Holding's results, namely customer satisfaction with regard to facilities, ‘The Board of Directors shall, on the proposal of the service and cleanliness of stations, safety in stations and Appointments and Remuneration Committee, determine trains, operating cash flow, changes in net indebtedness, the remuneration and benefits granted to members of the implementation of the investment budget, length of the Executive Committee and senior executives. It shall monitor external recruitment process and specific targets assigned to these matters continuously.’ the CEO. A twofold balance is struck: firstly between Group criteria On the proposal of the Appointments and Remuneration (40%) and SNCB-Holding criteria (60%), and secondly Committee, on 28 January and 4 February 2005 the Board between financial criteria (30%) and qualitative criteria (70%). approved the administrative and monetary situation of the executive officers and CEO of SNCB-Holding. The remuneration system does not include any provisions entitling the company to reclaim any variable remuneration Remuneration of Mr Jannie HAEK, CEO granted on the basis of incorrect financial information. (until 13 November 2013) The system of remuneration consists of: The holiday allowance, annual bonus and any other allocations and remuneration are determined in accordance with the 1. a fixed component, i.e.: applicable regulations. The CEO receives no remuneration or • the basic salary attendance fees as a member of the Board of Directors and • the management allocation granted monthly Committees. He receives no remuneration for his mandates in • payment for the office: monthly fixed sum subsidiaries. He does not benefit from group insurance. • allocation for the office: 0 to 100% of the basic annual salary. The percentage granted is determined at the start of the mandate by the Appointments and Remuneration Committee, taking into account the degree of difficulty and social complexity of the office held. 2. management bonus: variable according to an evaluation coefficient from 0 to 3. An annual evaluation is carried out by the Appointments and Remuneration Committee. The Appointments and Remuneration Committee meeting held on 29 April 2011 defined 13 criteria for fixing the CEO’s 118 The CEO does not receive any remuneration in the form of shares, share options or other rights to acquire shares. The total gross remuneration, including benefits in kind (company car), paid to the CEO in 2013 amounts to €518,902.30. The management bonus for 2012 is included in this amount. The management bonus (included in the above amount) paid in 2013 amounts to €101,268.52. Insurance: for the CEO, €732.94 in premiums was paid in 2013 Remuneration of executive officers for health care and accidents at work insurance. The system of remuneration consists of: Remuneration of Mr Jo Cornu, CEO 1. a fixed component, i.e.: The agreement concluded with Mr Cornu as CEO of SNCB- • the basic salary Holding, and from 1 January 2014 as CEO of the new SNCB, • the management allocation granted monthly came into effect on 13 November 2013 and will expire on 12 • payment for the office: monthly fixed sum November 2019. The remuneration it defines – fixed and the • allocation for the office: 0 to 100% of the basic annual variable components, allowances and severance pay – are in accordance with the decision taken by the Council of Ministers regarding the remuneration of CEOs of public companies. The agreement for Mr Cornu as CEO of SNCB ran from 13 November 2013 to 31 December 2013. Mr CORNU performed this office without remuneration. The fixed remuneration comes to €230,000 per year and is paid in twelve monthly instalments of €19,166.67. This is an indexed amount (health index November 2013). The variable remuneration is a maximum of €60,000 gross per year (health index November 2013). The exact amount is determined by the Board of Directors on the basis of the objectives that the Board specifies. The Board of Directors reviews the targets once a year. There are no benefits in kind. For his services in 2013, Mr Cornu received a gross amount of €31,624.01. salary. The percentage granted is determined at the start of the mandate by the Appointments and Remuneration Committee on the CEO’s proposal, taking into account the degree of difficulty and social complexity of the office held; 2. management bonus: variable according to an evaluation coefficient from 0 to 3. An annual evaluation is carried out by the CEO and submitted to the Appointments and Remuneration Committee. The assessment is based 50% on collective criteria relating to the stabilisation of debt, growth in passenger traffic, general customer satisfaction, staff engagement, accidents at work, train punctuality, customer satisfaction regarding the facilities, service and cleanliness of stations, safety in stations and trains, the length of the external recruitment process, the operating cash flow, changes in net indebtedness, implementation of the investment budget and, for the other 50%, on the achievement of individual targets set in advance. The remuneration system does not include any provisions entitling the company to claim any variable remuneration granted on the basis of incorrect financial information. The variable component represents, on average, approximately 20% of the remuneration. The holiday allowance, annual bonus and any other allowances and payments are determined in accordance with corporate governance SNCB-Holding 119 the applicable regulations. Contracted personnel benefit from they will continue to be occupied in the grade of executive group insurance and hospitalisation insurance. officer until the expiry date stipulated in their mandate, with continuation of salary. The members of the Executive Committee do not receive any remuneration in the form of shares, share options or other The remuneration of the new CEO, Mr Jo Cornu, takes into rights to acquire shares. account the decision that the Government has taken in the area of top salaries in public companies. The remuneration The total gross amount, including benefits in kind (company of the new executive officers will also take this decision into car), paid to members of the Executive Committee other than account. the CEO in 2013, amounts to €1,505,858.27. Bonuses for 2012 are included in this amount. The 2013 performance Mandates in subsidiaries and companies in which bonuses will only be determined in 2014, and are therefore SNCB-Holding has a participating interest not included in this amount. The Board Meeting held on 25 February 2005 resolved that directorships held in subsidiaries by members of SNCB Group The management bonus (included in the above amount) paid in 2013 amounts in total to €273,329.12. Insurance: for non-statutory Executive Officers, €100,100.62 was paid in premiums in 2013 for group insurance and healthcare and accidents at work insurance. Severance pay for members of the Executive Committee If his employment contract is terminated, Mr Allé is entitled to an amount equal to: • 17 months’ remuneration if the contract is terminated during the first year of office; • 14 months’ remuneration if the contract is terminated during the second year of office; • 11 months’ remuneration if the contract is terminated during the third year of office; • 8 months’ remuneration if the contract is terminated during the fourth or subsequent years of office. For the other three members of the Executive Committee – Mr Audenaert, Mr Bourlard and Mr Bovy – if their mandate as executive officer is terminated for other than serious grounds, 120 personnel would not be remunerated. This annual report is a limited edition printed on 100% recycled Cocoon Offset. An interactive PDF is available at www.sncb.be/corporate Report on the quality of passenger service in 2013 In accordance with Regulation (EU) 1371/2007 concerning the rights and obligations of rail passengers, the SNCB published a report on the quality of passenger service for the year 2013. This report can be consulted as an attachment at www.sncb.be/corporate. Sustainability Report A sustainability report that reflects the evolution of the railways with regards to sustainable development (triple bottom line), is available on the site www.rail-durabilité.be 121 Colophon SNCB / SNCB-Holding annual report 2013 Concept: Bruno Van Calster, Kathleen Van Vaerenbergh Coordination: Bruno Van Calster, Léni Pou Text: Bruno Van Calster, Louis Maraite, SNCB Finance Layout: Kathleen Van Vaerenbergh Coordination photos: Veerle Baele Photos: Reporters, Denis Moinil Printing: Antilope Printing More information: Bruno Van Calster / bruno.vancalster@sncb.be / 02 528 20 53 Press: presse@sncb.be Publisher: Michaël Vanloubbeeck, SNCB Corporate Communication & Public Affairs, Avenue de la Porte de Hal 40, 1060 Bruxelles June 2014