Contents KAS Trust & Depository Services Annual Report 2013

Annual Report 2013 Contents KAS Trust & Depository Services Annual Report 2013 Report of the Managing Board 3 Financial statements 2013  State...
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Annual Report 2013

Contents

KAS Trust & Depository Services Annual Report 2013

Report of the Managing Board

3

Financial statements 2013 

Statement of comprehensive income

5



Balance sheet

6



Statement of changes in equity

7



Cash flow statement

8



Accounting policies



Notes to the financial statements

9 12

Related parties

15

Management declaration

17

Other information

18

Independent auditor’s report

19

2

Report of the Managing Board

KAS Trust & Depository Services Annual report 2013

We proudly present the annual report for the period ended 31 December 2013 of KAS Trust & Depositary Services B.V. (hereafter: KAS Trust). As per 22nd July 2013 the new European regulation the Alternative Investment Fund Managers Directive (hereafter: AIFMD) became effective. Due to this regulation KAS Trust has redefined its business model and became more independent from its shareholder KAS BANK N.V. (hereafter: KAS BANK). This new business model resulted in the application of a license as Investment Company, the start of a branch in the United Kingdom and a change in the management board of KAS Trust. As per May 3, 2013 H. Brink resigned from the Management of KAS Trust. At the same date H. Brink is replaced by S.F. Plesman. As per December 31, 2013 the management of KAS Trust consists of the Messrs. R.F. Kok, S.F. Plesman and J.N.P. Laan. All members of the Board of KAS Trust are employee of KAS BANK N.V. As a result of our license we have to publish our audited financial statements as per 1st of January 2013. Until the book year 2012 our financial statements were consolidated into the accounts of our 100% shareholder KAS BANK. Therefore the figures of the results 2012 are filled blank. The outlook for 2014 is very promising. As a result of the AIFMD we expect an increase of new clients and subsequently an increase in commission revenues. For the year 2014 we expect a decrease of the number of subsidiaries as these companies will be sold or liquidated as a result of our positioning under the AIFMD. For the United Kingdom a capital of the equivalent of GBP 5,000,000 is required. This is about EUR 6,030,000 At the end of 2013 the capital of KAS Trust was EUR 4,925,945. The management of KAS Trust wants to cover this amount as soon as possible, and for this purpose the management of KAS Trust proposes to pass the dividend payout and add the net result of EUR 196,391 to the Other Reserves. As a result of this the capital of KAS Trust will increase to EUR 5,122,336 which covers a countervalue of GBP 4,240,000.

Amsterdam, 21 July 2014 Managing Board: R.F. Kok J.N.P. Laan S.F. Plesman

3

FINANCIAL STATEMENTS 2013

4

Statement of comprehensive income KAS Trust & Depository Services Financial statements 2013

In euros INCOME

Note

C ommission income Total operating income

2013

2012

1

835,862 835,862

-

2 3

416,161 214,820 630,981

-

204,881 41,220 163,661 163,661

-

OPERATING EXPENSES Personnel expenses General and administrative expenses Total operating expenses Operating result before tax Tax expense Net result for the year Other comprehensive income Total comprehensive income

4

For details, reference is made to the notes on the financial statements, starting on page 12.

5

Balance sheet

KAS Trust & Depository Services Financial statements 2013

In euros Assets C ash and cash equivalents Participations Other assets Total assets

Note

Equity and liabilities Due to banks C urrent tax Other liabilities Total liabilities

31 December 2013

31 December 2012

1 January 2012

5 6 7

1,638,404 3,487,500 222,414 5,348,318

113,445 3,600,000 1,012,500 4,725,945

113,445 3,262,500 112,500 3,488,445

8

41,220 192,492 233,712

4,612,500 4,612,500

3,375,000 3,375,000

9

Issued capital Share premium

10 11

25,000 4,925,945

25,000 88,445

25,000 88,445

Other reserves (including profit for the year) Total equity

12

163,661 5,114,606

113,445

113,445

5,348,318

4,725,945

3,488,445

Total equity and liabilities

For details, reference is made to the notes on the financial statements, starting on page 12.

6

Statement of changes in equity

In euros Balance as at 1 January 2012 C omprehensive income Other movements Balance as at 31 December 2012 C omprehensive income Other movements Balance as at 31 December 2013

KAS Trust & Depository Services Financial statements 2013

Issued capital

Share premium

25,000

88,445

-

-

25,000

88,445

25,000

7

Other reserves (incl. profit for the year) -

Total equity 113,445 113,445

4,837,500

163,661 -

163,661 4,837,500

4,925,945

163,661

5,114,606

Cash flow statement

KAS Trust & Depository Services Financial statements 2013

In thousands of euros Net result C ash flow C ash flow C ash flow Net cash

2013 163,661

from operating activities from investment activities from financing activities flow

123,798 1,237,500 1,524,959

C ash and cash equivalents at 1 January Cash and cash equivalents at 31 December

113,445 1,638,404

8

2012 113,445 113,445

Accounting policies

KAS Trust & Depository Services Financial statements 2013

Company information The objectives of the company are: 

To act as depositary for investment institutions as provided by the Financial Supervision Act (Wet op het financieel toezicht);



To provide investment services and related services as provided by the Financial Supervision Act;



To participate in, to take an interest in any other way in, to conduct the management (including acting as a managing director as provided in the Trust Offices Supervision Act (Wet toezicht trustkantoren)) of other business enterprises of whatever nature, furthermore to finance third parties, in any way to provide security or undertake the obligations of third parties; and



All activities which are incidental to or which may be conducive to any of the foregoing referred.

General information Registration Chambre of Commerce: 33117326 Corporate seat: Amsterdam Adress of the Company: Nieuwezijds Voorburgwal 225, 1012 RL Amsterdam Date of Incorporation: 9 June 1966

As per the 8th of August 2013 the name of KAS Trust B.V. has been changed into KAS Trust & Depositary Services B.V.

The annual financial statements were prepared by the Managing Board on 16 June 2014. The annual financial statements will be presented to the General Meeting of Shareholders for adoption on 16 June 2014.

Basis of preparation The financial statements have been prepared on a historical cost basis except other assets and liabilities (amortised costs). The financial statements are presented in euros, which is the functional currency of KAS Trust. In 2012 the financial accounting of KAS Trust was integral part of the financial accounting of KAS BANK, therefore no comparable information of the results is available. Statement of compliance The separate financial statements of 2013 of KAS Trust are prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and with Part 9 of Book 2 of the Dutch Civil Code. KAS Trust does not need to present consolidated financial statements since it is a whollyowned subsidiary of KAS BANK. KAS Trust is exempt from the duty to prepare consolidated financial statements as it applies section 407, Title 9, Book 2 of the Dutch Civil Code. Up to and including 2012 KAS Trust prepared its unaudited financial statements in accordance with Dutch GAAP. These financial statements for the year ended 31 December 2013 are the first KAS Trust has prepared in accordance with IFRS. Critical accounting estimates and judgements The preparation of the financial statements requires management judgements and estimates which affect the items reported and disclosed. These estimates and judgements are based on past experiences and take into account recent trends, environmental factors and statistics. Actual outcomes may differ from estimates and judgemental decisions. The applied estimates are reviewed every reporting period. The most significant areas requiring estimates and judgemental decisions are measurement of participations.

9

Accounting policies

KAS Trust & Depository Services Financial statements 2013

Shareholders’ equity For the purpose of KAS Trust’s capital management, capital includes issued capital, share premium and all other equity reserves attributable to the equity holders of the parent. KAS Trust’s policy is aimed at maintaining a adequate capital base in order to meet existing and future capital requirements and to fulfil the capital adequacy standards at all times. Issued capital KAS Trust’s authorised capital comprises ordinary shares. Dividends Dividends on ordinary shares are recognised as a liability and deducted from equity when they are approved by the General Meeting of Shareholders. Interim dividend is deducted from equity when declared and no longer at the discretion of KAS Trust. Other reserves Other reserves include retained earnings and can be freely distributed to the shareholders of KAS Trust. Taxes Current tax Current tax assets and liabilities for the current and prior years are measured at the amount expected to be recovered from or paid to the tax authorities. Fiduciary assets KAS Trust provides trust and fiduciary services that result in the holding or investing of assets on behalf of clients. Assets held in a fiduciary capacity are not recognised in the balance sheet of KAS Trust, as they are not the assets of KAS Trust.

Recognition of income and expenses Revenues and expenses are recognised to the extent that it is probable that economic benefits will flow to or out of KAS Trust and these revenues or expenses can be reliably measured. Interest is recognised based on a transitory basis using the effective interest rate method. Fees earned for the provision of services over a period of time are accrued over that period. This especially relates to services as custody. Financial assets and liabilities Recognition and derecognition All financial assets and liabilities are initially recognised on trade date, i.e. when KAS Trust becomes a party to the contractual provisions of the instrument. Financial assets are derecognised if KAS Trust’s contractual rights to the cash flows from these financial assets expire or if KAS Trust transfers the financial asset to another party without retaining control or substantially all risks and rewards of the asset. Financial liabilities are derecognised when KAS Trust’s obligations specified in the contract expire or are discharged or cancelled. Measurement on initial recognition The classification of financial instruments at initial recognition depends on their purpose and characteristics and the management’s intention in acquiring them. The classification determines the measurement and the recognition of results.

10

Accounting policies

KAS Trust & Depository Services Financial statements 2013

Measurement at amortised cost Measurement at amortised cost relates to exposures due from banks and loans, other assets and other liabilities. These instruments are initially measured at fair value plus any directly attributable transaction costs. Subsequent to the initial recognition, they are measured at amortised cost. Participations The measurement of participations is based on historical costs. Statement of cash flows The separate statement of cash flows is based on the indirect method. Cash flows are classified as cash flows from operating, investing and financing activities. The cash flow from operating activities is based on the result after tax. This result is adjusted for those items in the income statement and changes in the balance sheet which do not result in actual cash flows during the year. Cash and cash equivalents comprise balances which are callable on demand. First time adoption of IFRS The transition to IFRS had no effect on the financial position, financial performance and cash flows. No restatements to the comparative figures were necessary. New IFRS standards and interpretations not yet adopted A number of new, amended or revised standards were not applied in preparing these financial statements as these standards were either not effective for the current period or have not been adopted by the European Union. These standards could have an impact on the preparation of the financial statements in the near future. These new, amended or revised standards are listed below. 

IAS 27: Separate Financial Statements, effective as of 2014;



IAS 28: Investments in Associates and Joint Ventures, effective as of 2014;



IFRS 10: Consolidated Financial Statements, effective as of 2014;



IFRS 11: Accounting for Acquisitions of Interests in Joint Operations, effective as of 2016;



IFRS 12: Disclosures of Interest in Other Entities, effective as of 2014



Amendments to IAS 19: Defined Benefit Plans: Employee Contributions, effective as July 2014;



Amendments to IAS 32: Offsetting Financial Assets and Financial Liabilities, effective as of 2014;



Amendments to IAS 36: Recoverable Amount Disclosures for Non-Financial Assets, effective as of 2014;



Amendments to IAS 39: Novation of Derivatives and Continuation of Hedge Accounting, effective as of 2014;



Amendments to IFRS 10, IFRS 11 and IFRS 12: Transition Guidance, effective as of 2014;



Amendments to IFRS 10, IFRS 12 and IAS 27: Investment Entities, effective as of 2014;



Annual improvements to IFRSs (2010-2012 cycle), effective as of July 2014;



Annual improvements to IFRSs (2011-2013 cycle), effective as of July 2014;



IFRIC Interpretation 21: Levies, effective as of 2014.



IAS 16/38: Clarification of Acceptable Methods of Depreciation and Amortisation, effective as of 2016;



IFRS 14: Regulatory Deferral Accounts, effective as of 2016;



IFRS 15: Revenue from Contracts with Customers, effective as of 2017;



IFRS 9: Financial instruments, effective as of 2018 (postponed).

11

Notes to the financial statements

1.

KAS Trust & Depository Services Financial statements 2013

Commission income

In euros C ommission Total

2.

2013 835,862 835,862

2012 -

2013 293,647 43,506 10,977 43,956 24,075 416,161

2012 -

Personnel expenses

In euros Salaries Social securities costs Temporary staff Pension charges relating to defined benefit plans Other Total

During 2013, the average number of employees at fulltime equivalent basis was four.

3.

General and administrative expenses

In euros Advice Audit fee Information technology Traveling and accommodation expenses Other Total

4.

2013 128,936 22,000 21,888 16,957 25,038 214,820

2012 -

Tax expense

Reconciliation with effective tax rate Result before tax

2013 204,881

%

Tax expense at statutory tax rate Tax expense at statutory tax rate Tax expense at effective tax rate

40,000 1,220 41,220

20.0 25.0 20.1

12

2012 -

%

20.0 25.0 -

Notes to the financial statements

5.

KAS Trust & Depository Services Financial statements 2013

Cash and cash equivalents

This balance sheet item includes cash on hand and demand deposits.

6.

Participations

In euros 2013 KAS-Trust Blue Sky Eagle Fund Bewaarder B.V. 112,500 KAS-Trust Bewaarder C apitalGuards Portfolios B.V. 112,500 KAS-Trust Bewaarder Finles C ollectief Beheer Fonds B.V. 112,500 KAS-Trust Bewaarder Finles Diversifier Fund B.V. 112,500 KAS-Trust Bewaarder Finles EMS Top-Rente Fonds B.V. 112,500 KAS-Trust Bewaarder Finles Lotus Fonds B.V. 112,500 KAS-Trust Bewaarder Finles Multi Strategy Hedge Fund B.V. 112,500 KAS-Trust Bewaarder Gestion Actief Beheer Fonds B.V. 112,500 KAS-Trust Bewaarder IMQubator Multi Manager Fund B.V. 112,500 KAS-Trust Bewaarder IMQubator Participation Fund B.V. 112,500 KAS-Trust Bewaarder Index Umbrella Fund B.V. 112,500 KAS-Trust Bewaarder Index Umbrella Pool B.V. KAS Bewaarder Klantenvermogen BND B.V. 112,500 KAS-Trust Bewaarder LevenloopPlus B.V. in liquidatie KAS-Trust Bewaarder Finles Liquid Macro Fund B.V. 112,500 KAS-Trust Bewaarder Loyalis Sparen & Beleggen B.V. 112,500 KAS-Trust Bewaarder OVMK Fondsen B.V. 112,500 KAS-Trust Bewaarder PGGM Beleggingsfondsen B.V. 112,500 KAS-Trust Bewaarder Pyramidefonds B.V. 112,500 KAS-Trust Bewaarder Theta Multistar Fund B.V. 112,500 KAS-Trust Bewaarder Trend Map Total Volendam Fund B.V. 112,500 KAS-Trust Bewaarder IAM Beleggingsfondsen B.V. 112,500 KAS-Trust Bewaarder Vermeer Multi Strategy Fund B.V. 112,500 KAS-Trust Bewaarder Fund for Fair Future Fund B.V. 112,500 KAS-Trust Bewaarder Brand New Day Premiepensioeninstelling B.V. 112,500 KAS-Trust Bewaarder Brand New Day C ollectief Paraplufonds B.V. 112,500 KAS-Trust Bewaarder O&E Paraplufonds B.V. 112,500 KAS-Trust Bewaarder C apvest Maters Funds B.V. 112,500 KAS-Trust Bewaarder EV-SC F B.V. 112,500 KAS-Trust Bewaarder Paraplufonds Nederlandse Beleggingsfondsen B.V. in liquidatie KAS-Trust Bewaarder Staalbankiers Multi Asset Fonds B.V. 112,500 KAS-Trust Bewaarder Brand FunDing B.V. in liquidatie KAS-Trust Bewaarder QVI Defensive B.V. 112,500 KAS-Trust Bewaarder Double Dividend Equity Fund B.V. 112,500 KAS-Trust Bewaarder Aster-X Ottoman Fund B.V. 112,500 Balance as at 31 December 3,487,500

2012 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 112,500 3,600,000

During 2013 KAS Trust established 3 new subsidiaries. Four subsidiaries were founded, so the total number of subsidiaries is 32. All subsidiaries are fully owned by KAS Trust and located in Amsterdam, The Netherlands.

7.

Other assets 2013 109,436 478 112,500 222,414

In thousands of euros Receivables VAT C laim on legal establishments Other Balance as at 31 December

8.

2012 900,000 112,500 1,012,500

Due to banks

In euros Due on demand Balance as at 31 December

2013 -

2012 4,612,500 4,612,500

An amount of EUR 4,837,500 due to KAS BANK is converted in a share premium reserve. As a result of this the amount due to KAS BANK was reduced to nil.

13

Notes to the financial statements

9.

KAS Trust & Depository Services Financial statements 2013

Other liabilities

In euros Accounts payable Balance as at 31 December

10.

2013 192,492 192,492

2012 -

Issued capital

Number of shares Issued and fully paid

2013 50

2012 50

2013 88,445 4,837,500 4,925,945

2012 88,445 88,445

The nominal value per share is EUR 500.

11.

Share premium

In euros Balance as at 1 January Additions Balance as at 31 December

The addition in share premium was in cash.

12.

Other reserves (including profit for the year)

In euros Balance as at 1 January Result for the period Balance as at 31 December

2013 163,661 163,661

14

2012 -

Notes on the auditors’ fee

13.

KAS Trust & Depository Services Annual Report 2013

Related parties

KAS Trust identifies as related parties the members of the Managing Board and the parent KAS BANK. The table below presents the remuneration of the Managing Board of KAS Trust. Remuneration of the Managing Board In euros 2013 2012

Short-term employee benefits 178,448 -

Postemployment Other long benefits term benefits 6,663 -

Termination benefits -

Share-based payments -

The following table presents the transactions with the parent KAS BANK N.V. Related party transactions In euros 2013 Parent

Sales to related Purchases from parties related parties

2012 Parent

-

-

-

-

Amounts owed by related parties

Amounts owed to related parties

109,436

-

90,852

4,612,500

In 2013 an amount of EUR 4,837,500 due to KAS BANK is converted in a share premium reserve. KAS Trust forms a fiscal unity with KAS BANK and several subsidiaries of KAS BANK for both company tax and VAT. The fiscal unity is jointly and severally liable for taxation payable by the tax group.

14.

Risk Management

The main risk of KAS Trust is operational risk. Operational risk is the risk that losses will occur as a result of weaknesses or failures in internal processes and/or systems, human frailties or outside events. These include operational risks such as IT problems, shortcomings in the organisation structure, absence of or inadequate internal control, human error, fraud and external threats.

KAS BANK’s operational risk policy is also underpinned in the following ways: 

For each process, there is a control structure in place in which the process, inherent risks, control objectives and control measures are all documented. These control structures are periodically evaluated on the basis of Risk Self Assessments (RSAs), assessments performed by the Risk Management department and operational audits;



Operational risks are continuously monitored;



Analysis of events and risks, including proposals for improving processes;



Ongoing attention to enhancing risk and quality awareness among staff;



Training and professional development as important elements in staff performance.

The credit exposure of the other assets per year-end is entirely on KAS BANK. KAS Trust does not have financial instruments that are subject to market developments. Therefore there is no liquidity and market risk.

15

Notes on the auditors’ fee

15.

KAS Trust & Depository Services Annual Report 2013

Audit fee

The following table presents the fees paid to KPMG for services rendered. These fees are included in the statement of comprehensive income as ‘General and administrative expenses’.

In euros Audit fees Total

2013 22,000 22,000

16

2012 -

Management declaration

KAS Trust & Depository Services Annual Report 2013

Management declaration KAS Trust’s Managing Board hereby declares that the financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the issuing institution.

Amsterdam, 21 July 2014

Managing Board R.F. Kok J.N.P. Laan S.F. Plesman

17

Other information

KAS Trust & Depository Services Annual Report 2013

Appropriation of the result The result is appropriated pursuant to Article 4.1 of the Articles of Association of KAS Trust & Depositary Services B.V. This article stipulates that the General Meeting of Shareholders decides how to appropriate the result. The Managing Board proposes to appropriate the result for the year to the reserves.

18

To: The Managing Board of KAS Trust & Depositary Services B.V.

Report on the company financial statements We have audited the accompanying company financial statements 2013 which are part of the financial statements of KAS Trust & Depositary Services B.V., Amsterdam, and comprise the company statement of financial position as at 31 December 2013, the company statements of comprehensive income, changes in equity and cash flows for the year then ended and notes, comprising a summary of the significant accounting policies and other explanatory information.

The Management Board’s responsibility The Management Board is responsible for the preparation and fair presentation of these company financial statements in accordance with International Financial Reporting Standards as adopted by the European Union and with Part 9 of Book 2 of the Netherlands Civil Code, and for the preparation of the Management Board Report in accordance with Part 9 of Book 2 of the Netherlands Civil Code. Furthermore, the Management Board is responsible for such internal control as it determines is necessary to enable the preparation of the company financial statements that are free from material misstatement, whether due to fraud or error.

Auditor’s responsibility Our responsibility is to express an opinion on these company financial statements based on our audit. We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. This requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the company financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the company financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the company financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the company financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Management Board, as well as evaluating the overall presentation of the company financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion In our opinion, the company financial statements give a true and fair view of the financial position of KAS Trust & Depositary Services B.V. as at 31 December 2013 and of its result and its cash flows for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union and with Part 9 of Book 2 of the Netherlands Civil Code.

Unaudited corresponding figures The company financial statements 2012 are unaudited. Consequently, the corresponding figures included in the profit and loss account and in the statements of comprehensive income, changes in equity and cash flows and in the related notes have not been audited.

Report on other legal and regulatory requirements Pursuant to the legal requirements under Section 2:393 sub 5 at e and f of the Netherlands Civil Code, we have no deficiencies to report as a result of our examination whether the Management Board Report, to the extent we can assess, has been prepared in accordance with Part 9 of Book 2 of this Code, and whether the information as required under Section 2:392 sub 1 at b - h has been annexed. Further, we report that the Management Board Report, to the extent we can assess, is consistent with the company financial statements as required by Section 2:391 sub 4 of the Netherlands Civil Code.

Amstelveen, 21 July 2014 KPMG Accountants N.V.

L.H.A. Kreuze RA