Notes to the Consolidated Financial Statements

1 GENERAL INFORMATION AND BASIS OF PREPARATION

1.1  OPERATIONS

Royal HaskoningDHV is an independent, international engineering and project management consultancy with more than 137 years of experience. Backed by the expertise and experience of 6,000 colleagues all over the world, our professionals combine global expertise with local knowledge to deliver a multidisciplinary range of consultancy services for the entire living environment in some 140 countries.

By showing leadership in sustainable development and innovation, together with our clients, we are working to become part of the solution to a more sustainable society now and into the future.

1.2 REGISTERED OFFICE & GROUP STRUCTURE

Koninklijke HaskoningDHV Groep B.V. having its legal address and corporate seat at Laan 1914 no. 35, 3818 EX Amersfoort, Netherlands, is a private limited liability company under Dutch law and is listed under number 55525474 in the Trade Register. Koninklijke HaskoningDHV Groep B.V. has two shareholders: Stichting HaskoningDHV and Stichting Administratiekantoor HaskoningDHV. For details regarding the shareholding structure we refer to the Appendix.

These financial statements cover the year 2019, which ended at the balance sheet date of December 31, 2019.

1.3  CONSOLIDATION

The consolidation includes the financial information of Koninklijke HaskoningDHV Groep B.V., its group companies and other entities in which it exercises control. Group companies are entities in which Koninklijke HaskoningDHV Groep B.V. exercises direct or indirect control based on a shareholding of more than one half of the voting rights, or whose financial and operating policies it otherwise has the power to govern. Potential voting rights that can directly be exercised at the balance sheet date are also taken into account.

Group companies and other entities in which Koninklijke HaskoningDHV Groep B.V. exercises control are consolidated  in full. Minority interests in group equity and group results are disclosed separately.

A joint venture is a contractual arrangement whereby two or more parties undertake an economic activity that is subject to joint control. Joint ventures are valued according to the equity method on the basis of net asset value. Joint ventures with a negative net asset value are valued at nil. If the Group fully or partially guarantees the debt of the joint venture, or has a constructive obligation to enable the joint venture to pay its debts (for its share therein), a provision is recognised accordingly. 

In the consolidated financial statements, intragroup shareholdings, debts, receivables and transactions are eliminated. Also, the results on transactions between group companies are eliminated to the extent that the results are not realised through transactions with third parties outside the Group and no impairment loss is applicable. For a transaction whereby the company has a less than a 100% interest in the selling group company, the elimination from the Group result is allocated pro rata to the minority interest based on the interest of the minority in the selling group company. The accounting policies of group companies and other consolidated entities have been changed where necessary, in order to align them to the prevailing group accounting policies. 

The main consolidated companies are listed below, stating the percentage of ownership. For a more extensive list of consolidated companies and participating interests we refer to the Appendix. 

• HaskoningDHV Nederland B.V., Amersfoort, Netherlands (100%)

• HaskoningDHV UK Holdings Ltd, Peterborough, United Kingdom (100%)

• Haskoning International B.V., Nijmegen, Netherlands (100%)

• Stewart Scott International Holdings Pty Ltd., Johannesburg, South Africa (76.95%)

Furthermore, we have included DHV Education Foundation, Johannesburg, South Africa as a consolidated company, given the fact that we have control. In the company statements, DHV Education Foundation is not included.

1.4   RELATED PARTY TRANSACTIONS

All legal entities that can be controlled, jointly controlled or significantly influenced are considered to be a related party. Also, entities which can control the company are considered a related party. In addition, statutory directors, other key management of Koninklijke HaskoningDHV Groep B.V. (or the ultimate parent company) and close relatives are regarded as related parties. 

Significant transactions with related parties are disclosed in the notes insofar as they are not transacted under normal market conditions. The nature, extent and other information is disclosed if this is required to provide the true and fair view. 

1.5   ACQUISITIONS AND DISPOSALS OF GROUP COMPANIES

Identifiable assets acquired and liabilities assumed in a   business combination are recognised in the consolidated financial statements from the acquisition date, being the moment that control can be exercised in the acquired company. 

The acquisition price consists of the cash consideration, or equivalent, agreed for acquiring the company plus any directly attributable expenses. If the acquisition price exceeds the net amount of the fair value of the identifiable assets and liabilities, the excess is capitalised as goodwill under intangible fixed assets. If the acquisition price is lower than the net  amount of the fair value of the identifiable assets and liabilities, the difference (i.e. negative goodwill) is recognised as deferred income under accruals or will be recognised in the income statement directly. The capitalised goodwill is amortised on a straight-line basis over the estimated useful life to the maximum of 20 years. An agreed possible adjustment to the purchase price that is contingent on future events is included  in the purchase price if the adjustment is probable and the amount can be measured reliably. Such an adjustment will also result in an adjustment to (positive or negative) goodwill with retrospective effect. 

Entities continue to be consolidated until they are sold; they are deconsolidated from the date that control ceases. 

1.6 RECOGNISE ASSETS AND LIABILITIES

Assets that are not recognised in the balance sheet are considered as off-balance sheet assets. An asset is recognised in the balance sheet when it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the cost of the asset can be measured reliably. A liability is recognised in the balance sheet when it is expected that the settlement of an existing obligation will result in an outflow of resources embodying economic benefits and the amount necessary to settle this obligation can be measured reliably. Provisions are included in the liabilities of the Group. Liabilities that are not recognised in the balance sheet are considered as off-balance sheet liabilities. An asset or liability that is recognised in the balance sheet, remains recognised on the balance sheet if a transaction (with respect to the asset or liability) does not lead to a major change in the economic reality with respect to the asset or liability. Such transactions will not result in the recognition of results. 

When assessing whether there is a significant change in the economic circumstances, the economic benefits and risks  that are likely to occur in practice are taken into account. The benefits and risks that are not reasonably expected to occur, are not taken into account in this assessment. An asset or liability is no longer recognised in the balance sheet, and thus derecognised, when a transaction results in all or substantially all rights to economic benefits and all or substantially all of   the risks related to the asset or liability are transferred to a third party. In such cases, the results of the transaction are directly recognised in the profit and loss account, taking into account any provisions related to the transaction. If assets are recognised of which the Group does not have the legal ownership, this fact is being disclosed.

1.7  NOTES TO THE CASH FLOW STATEMENT

The cash flow statement is prepared using the indirect method. Cash and cash equivalents include cash and investments that are readily convertible to a known amount of cash without a significant risk of changes in value.

Cash flows in foreign currency are translated into euros using the weighted average exchange rates at the dates of the transactions. Foreign exchange differences with regard to cash and cash equivalents are presented separately in the cash flow statement. 

Receipts and payments of interest, receipts of dividends and income taxes are presented within the cash flows from operating activities. Payments of dividends are presented within the cash flows from financing activities. 

The consideration of acquired group companies is presented under the cash flows from investment activities, for the considerations paid in cash and cash equivalents. The cash and cash equivalents obtained through the acquired group companies at the acquisition date, are deducted from the consideration paid. 

Transactions that do not include an exchange of cash and cash equivalents, such as finance leases, are not included in the cash flow statement. The payment of finance lease terms is allocated for the part related to the repayment of the lease obligation to the cash flows from financing activities and is allocated for the part related to the interest component to the cash flows from operational activities. 

Cash flows from derivative financial instruments that are accounted for as fair value hedges or cash flow hedges, are classified in the same category as the cash flows from the hedged balance sheet items. Cash flows from derivative financial instruments whereby hedge accounting is no longer applied, are classified in accordance with the nature of the instrument, from the date at which hedge accounting is ended.

1.8   ESTIMATES

The preparation of the financial statements requires the management to form judgements and to make estimates and assumptions that influence the application of  principles  and the reported values of assets and liabilities and of income and expenditure. Revisions of estimates are recognised in the period in which the estimate is revised and in future periods for which the revision has consequences. 

The following accounting policies are in the opinion of management the most critical for the purpose of presenting the financial position and require estimates and assumptions.

Revenue recognition

The Group uses the percentage of completion method (POC) in accounting for its fixed price contracts to deliver design services. Use of the POC method requires the Group to estimate the services performed to date as a proportion of the total services to be performed.

Project valuation

Valuation of project related work in progress and receivables require management estimates with respect to its recoverability.

Goodwill

Measurement of goodwill of an acquired company (including earn-out) involves the use of estimates for determining the fair value at acquisition date. This mainly relates to the expected profits of the acquired company at the moment of acquisition. The fair value is based on discounted cash flows expected to be received. Goodwill and other intangibles are tested for impairment when an indicator exists that the carrying amounts may not be recoverable. In calculating the value in use management must estimate the expected enterprise value based on the expected cash flows of the cash generating unit.

Provisions

Provisions are measured at the best estimate of the amount that is necessary to settle the liability at the balance sheet date. Estimates by management and external advisors lead to an indication of the potential financial risk and whether the risk is covered by insurance policies. Please refer also to 2.14.

1.9  EVENTS AFTER BALANCE SHEET DATE

Events that provide further information on the actual situation at the balance sheet date and that appear before the financial statements are being prepared, are recognised in the financial statements. For details on subsequent events we refer to note 25. 

Events that provide no further information on the actual situation at the balance sheet date are not recognised in the financial statements. When those events are relevant for the economic decisions of users of the financial statements, the nature and the estimated financial effects of the events are disclosed in the financial statements.

2 ACCOUNTING POLICIES FOR THE BALANCE SHEET AND INCOME STATEMENT

2.1  GENERAL INFORMATION

The consolidated financial statements have been prepared in accordance with the statutory provision of Part 9, Book  2 of the Dutch Civil Code and the financial reporting requirements as set forth in the Guidelines for Annual Reporting in Netherlands. 

These financial statements have been prepared on the basis of the going concern assumption. 

Assets and liabilities are generally valued at historical cost, production cost or at fair value at the time of acquisition. If no specific valuation principle has been stated, valuation is at historical cost. In the balance sheet, income statement and the cash flow statement, references are made to the notes.

The 2018 numbers of the Group have been changed for comparison purposes in notes 7 - work in progress, 17 - net turnover and 22 - number of employees. Notes 17 and 22 have been changed to reflect the addition of a new Business Line. In the 2018 figures of note 7 an error in the disclosure was found which has been corrected.

Assets and liabilities are recognised in the balance sheet when it is probable that the expected future economic benefits will flow to the Company and the cost or value can be measured with sufficient reliability. Income is recognised in the income statement when an increase in future economic potential related to an increase in an asset or a decrease of a liability has arisen, the size of which can be measured reliably. Expenses are recognised when a decrease in the economic potential related to a decrease in an asset or an increase of a liability has arisen, the size of which can be measured with sufficient reliability. 

If a transaction results in a transfer of future economic benefits and or when all risks relating to assets and liabilities transfer to a third party, the asset or liability is no longer included in  the balance sheet. Assets and liabilities are not included in the balance sheet if economic benefits are not probable and/or cannot be measured with sufficient reliability. 

Revenues and expenses are allocated to the period to which they relate. Revenues are recognised using the percentage of completion method.

2.2  CHANGE IN ACCOUNTING PRINCIPLES

The principle accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

2.3  FOREIGN CURRENCIES

Functional currency

The consolidated financial statements are presented in euros, which is the functional and presentation currency of Koninklijke HaskoningDHV Groep B.V.

All amounts shown in the financial statements are in thousands of euros unless stated otherwise.

Transactions, receivables and debts

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation    at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement. 

Translation differences on non-monetary assets held at cost are recognised using the exchange rates prevailing at the dates of the transactions. 

Translation differences on intragroup long-term loans that effectively constitute an increase or decrease in net investments in a foreign operation are directly recognised in shareholders’ equity as a component of the foreign currency translation reserve. If a foreign operation is fully or partially sold, the respective amount is transferred from this reserve to the income statement.

Group companies

The results and financial position of all the group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows: 

• Assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet. 

• Income and expenses for each income statement are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions).

• All resulting exchange differences are recognised in shareholders’ equity as a component of the foreign currency translation reserve.

On consolidation, exchange differences arising from the translation of the net investment in foreign operations, and of borrowings and other currency instruments designated as hedges of such investments, are taken to shareholders’ equity as a component of the foreign currency translation reserve  for the effective part of the hedge. The non-effective part is recognised as expenditure in the income statement.

2.4   FINANCIAL INSTRUMENTS

Financial instruments include investments in  shares  and bonds, trade and other receivables, cash items, loans and other financing commitments, derivative  financial  instruments, trade payables and other amounts payable. These financial statements contain the following financial instruments: financial instruments held for trading (financial assets and liabilities), loans and receivables (both purchased and issued), equity instruments, other financial liabilities and derivatives.

Financial assets and liabilities are recognised in the balance sheet at the moment that the contractual risks or rewards with respect to that financial instrument originate.

Financial instruments are derecognised if a transaction results in  a considerate part of the contractual risks or rewards with respect to that financial instrument being transferred to a third party. Financial instruments (and individual components of financial instruments) are presented in the consolidated financial statements in accordance with the economic substance of the contractual terms. Presentation of the financial instruments is based on the individual components of financial instruments as a financial asset, financial liability or equity instrument. 

Financial and non-financial contracts may contain terms and conditions that meet the definition of derivative financial instruments. Such an agreement is separated from the host contract if its economic characteristics and risks are not closely related to the economic characteristics and risks of the host contract, a separate instrument with the same terms and conditions as the embedded derivative would meet the definition of a derivative, and the combined instrument is not measured at fair value with changes in fair value recognised in the profit and loss account. 

Financial instruments embedded in contracts that are not separated from the host contract are recognised in accordance with the host contract. 

Derivatives separated from the host contract are, in accordance with the measurement policy for derivatives for which no cost price hedge accounting is applied, measured at cost or lower fair value. 

Financial instruments are initially measured at fair value, including discount or premium and directly attributable transaction costs. However, if financial instruments are subsequently measured at fair value through profit and loss, then directly attributable transaction costs are directly recognised in the profit and loss account at the initial recognition. 

After initial recognition, financial instruments are valued in the manner described below.

Receivables, loans granted and other receivables

Trade receivables are recognised at fair value and subsequently measured at amortised costs, net of any provision for doubtful debts. When a receivable is uncollectable, it is written off against the provision. Subsequent recoveries of amounts previously written off are credited to the income statement.

Loans granted and other receivables are carried at amortised cost on the basis of the effective interest method, less impairment losses. The effective interest and impairment losses, if any, are directly recognised in the profit and loss account. Purchases and sales of financial assets that belong to the category loans granted and other receivables are accounted for at the transaction date.

Non-current and current liabilities and other financial commitments

Non-current and current liabilities and other financial commitments are measured after their initial recognition at amortised cost on the basis of the effective interest rate method. The effective interest is directly recorded in the profit and loss account.

Redemption payments regarding non-current liabilities that are due next year, are presented under current liabilities.

Derivatives

Derivatives are carried after their initial recognition at the lower of cost or market value, except if the cost model for hedge accounting is applied. 

If the cost model for hedge accounting is applied for FX- derivatives, two components are taken into account: 

• The profit or loss that is associated with the interest component in the value of the derivative (which is amortised on a linear basis during the tenor of the derivative) is recognised in the profit and loss account. 

• The revaluation of the derivative instrument resulting from changes in the spot-rates takes place, as long as the derivative hedges the specific risk of a future transaction that is expected to take place. As soon as the expectedfuture transaction leads to recognition in the profit and loss account, then the profit or loss that is associated with the derivative is recognised in the profit and loss account. If the hedged position of an expected future transaction leads to the recognition in the balance sheet of a non-financial asset or a non-financial liability, then the cost of the asset is adjusted by the hedge results that have not yet been recognised in the profit and loss account. 

If forward exchange contracts are concluded to hedge monetary assets and liabilities in foreign currencies, cost hedge accounting is applied. This is done to ensure that the gains or losses arising from the translation of the monetary items recognised in the profit and loss account are offset by the changes in the value of forward exchange contracts arising from the difference between their forward and spot rates as at reporting date. The difference between the spot rate agreed at the inception of the forward exchange contract and the forward rate is amortised via the profit and loss account over the term of the contract. 

When a derivative expires or is sold, the accumulated profit or loss (resulting from a development in the spot-rate) that has not yet been recognised in the profit and loss account prior to that time must then be included as a deferral in the balance sheet until the hedged transactions take place. If the transactions are no longer expected to take place, then the accumulated profit or loss is transferred to the profit and loss account. If a derivative no longer meets the conditions for hedge accounting, but the financial instrument is not sold, then the hedge accounting is also terminated. Subsequent measurement of the derivative instrument is then at the lower of cost or market value. 

The company documents its hedging relationships in specific hedging documentation and regularly checks the effectiveness of the hedging relationships by establishing whether the hedge is effective or that there is no over-hedging. 

At each balance sheet date, the company assesses the degree of ineffectiveness of the combination of the hedge instrument and the hedged position (the hedging relationship). The degree of ineffectiveness of the hedging relationship is determined by comparing the critical features of the hedging instrument against the hedged position. 

As part of the measurement of derivatives in hedging relationships, the Company regularly assesses the effectiveness of hedging relationships by comparing the cumulative fair value change of the hedged position against the cumulative value changes of the derivatives. Any ineffectiveness is recognised directly in the profit and loss account.

Impairment of fixed assets

At each balance sheet date, the Company tests whether there are any indications of assets being subject to impairment. If  any such indications exist, the recoverable amount of the asset is determined. If this proves to be impossible, the recoverable amount of the cash generating unit to which the asset belongs is identified. 

An asset or cash generating unit is subject to impairment if the asset’s carrying amount exceeds the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate; the present value is the higher  of an asset’s fair value less costs to sell and value in use. An impairment loss is directly expensed in the income statement. In case of an impairment loss of a cash generating unit, the loss is first allocated to goodwill that has been allocated to the cash generating unit. 

Any remaining loss is allocated to the other assets of the unit in proportion to their carrying values.

In addition an assessment is made on each balance sheet date whether there is any indication that an impairment loss that was recorded in previous years has decreased. If there is such indication, then the recoverable value of the related asset (or cash generating unit) is estimated.

Reversal of a previously recognised impairment loss only takes place when there is a change in the assessment used to determine the recoverable amount since the recognition of the last impairment loss. In such case, the carrying amount of the asset (or cash generating unit) is increased to its recoverable amount, but not higher than the carrying amount that would have applied (net of depreciation) if no impairment loss had been recognised in previous years for the asset (or cash generating unit).

An impairment loss of goodwill is not reversed in a subsequent period. 

Contrary to what is stated before, at each balance sheet date the recoverable amount is assessed for the following assets (irrespective of whether there is any indicator of an impairment): 

• intangible assets that have not been put into use yet;

• intangible assets that are amortised over a useful life of more than 20 years (counting from the moment of initial operation/use).

Financial assets are impaired if there is objective evidence of impairment as a result of events that occurred after the initial recognition, with negative impact on the estimated future cash flows, which can be estimated reliable. Objective evidence that financial assets are impaired includes delinquency by a debtor, indications that a debtor or issuer will enter or approaching bankruptcy, adverse changes in the payment status of borrowers or issuers, or disappearance of an active market for a security.

Impairment losses are recognised in the income statement. In assessing impairment, the Company uses historical trends of the probability of default, the timing of collections  and  the  amount of loss incurred, adjusted for management’s judgement as to whether current economic and credit conditions  are  such that the actual losses are likely to be greater or lesser than suggested historical trends. When, in a subsequent period, the amount of an impairment loss on financial assets decreases, and the decrease can be related objectively to an event occurring after the impairment was recognised, the decrease in the impairment loss is reversed through income statement (up to the amount of the original cost).

At each balance sheet date the Group tests whether there are any indicators of financial assets being subject to impairment. If any such indicators exists, the Group carries out impairment tests on capitalised financial assets, based on the estimated cash flows of the related CGU. The CGU represents the lowest level within the Group at which the financial asset is monitored for internal management purposes. The recoverable amount of the relevant CGU is determined on the basis of their value in use. Determination of the value in use is performed by using estimated future cash flows based on historical performance and expected future market developments, forecast current year, budget next year and further financial projections for four years after the available budget. Cash flows after five years are extrapolated by perpetual growth rate to calculate the terminal value. 

To calculate the present value of the estimated future cash flows, post-tax discount rates have been applied.

Offsetting financial instruments

A financial asset and a financial liability are offset when the entity has a legally enforceable right to set off the financial asset and financial liability and the Company has the firm intention to settle the balance on a net basis, or to settle the asset and the liability simultaneously. 

If there is a transfer of a financial asset that does not qualify for derecognition in the balance sheet, the transferred asset and the associated liability are not offset.

2.5 INTANGIBLE FIXED ASSETS

Intangible fixed assets are stated at historical cost less amortisation. Allowance is made for any impairment losses expected; a loss qualifies as an impairment loss if the carrying amount of the asset (or of the cash generating unit to which it belongs) exceeds its recoverable amount. For details on how to determine whether an intangible fixed asset is impaired, please refer to note 2.4.

Goodwill

Goodwill represents the excess of the cost of the acquisition of the participating interest (including earn-out and transaction costs directly related to the acquisition) over the Group’s interest in the net realisable value of the assets acquired and the liabilities assumed of the acquired entity, less cumulative amortisation and impairment losses. 

Goodwill at acquisition of subsidiaries and non-consolidated participations as calculated in accordance with note 1.8 is capitalised and amortised on a straight-line basis over its estimated useful life of no more than 20 years. The Group’s policy to amortise the goodwill in more than 5 year is based on the assumption that the acquisitions are expected to be a permanent and integral part of the Group. Goodwill paid upon the acquisition of foreign group companies and subsidiaries is translated at the exchange rates at the date of acquisition. Internally generated goodwill is not capitalised. 

Goodwill paid upon the acquisition of companies with a high risk profile will be amortised in 5 years.

Software

Software licences acquired are capitalised at acquisition cost and amortised over their estimated useful lives (3 to 8 years) on a straight-line basis. Expenditures that are attributable to the production of identifiable and unique software products controlled by the Group are capitalised. Costs associated with maintaining computer software and research and development costs of internally developed software expenditure are recognised in the income statement.

Licenses and patents

Costs of intangible assets other than those internally generated, including licenses and patents, are valued at acquisition cost and amortised on a straight-line basis over their estimated future useful lives, with a maximum of 20 years.

2.6 TANGIBLE FIXED ASSETS

Land and buildings are stated at historical cost plus expenditure that is directly attributable to the acquisition of the items, less straight-line depreciation over their estimated useful lives. 

Allowance is made for any impairment losses expected on the balance sheet date. For details on how to determine whether property, plant or equipment is impaired, please refer to note 2.4. 

Other non-current assets are valued at historical cost or manufacturing price including directly attributable expenditure, less straight-line depreciation over their estimated useful lives and impairment losses. 

Tangible fixed assets, for which the company and its group companies possess the economic ownership under a financial lease, are capitalised. The obligation arising from the financial lease contract is recognised as a liability. The interest included in the future lease instalments is charged to the profit and loss account during the term of the finance lease contract. 

Depreciation is recognised in profit or loss on a straight- line basis over the estimated useful lives of each item of the tangible fixed assets. Land, tangible fixed assets under construction and prepayments on tangible fixed assets are not depreciated. Depreciation starts as soon as the asset isavailable for its intended use, and ends at decommissioning or divestment. The Group determines the depreciable amount without taking into account a residual value. 

The estimated average useful life by category is as follows:

•  Land                               not depreciated

• Buildings                          3 to 10 years

• Furniture and fixtures        3 to 10 years

• Computer hardware           3 to 5 years

• Other fixed assets             3 to 5 years

The cost of major repairs to buildings is capitalised and depreciated over 5 to 10 years if such repairs extend the life of a building.

2.7  FINANCIAL FIXED ASSETS

Participating interests

Investments in group companies and other minority interests in which the company can exert significant influence are valued according to the net asset value method as derived from the latest available financial data from these investments and interests. Significant influence is in any case defined as a shareholder’s interest of more than 20%. Net asset value is calculated using the accounting policies applied in these financial statements. Associates whose financial information cannot be aligned to these policies are valued based on their own accounting policies.

Associates with an equity deficit are carried at nil. A provision is formed if and when Koninklijke HaskoningDHV Groep B.V. or one of its group companies is fully or partially liable for the debts of the associate, or has the firm intention to allow the associate to pay its debts.

Associates acquired are initially measured at the fair value of the identifiable assets and liabilities upon acquisition. Any subsequent valuation is based on the accounting policies that apply to these financial statements, taking into account the initial valuation.

Associates in which no significant influence can be exercised are recognised at cost. If an asset qualifies as impaired, it is measured at its impaired value; any write-offs are disclosed in the income statement. 

If transactions take place with a non-consolidated participating interest, that does not classify as a group company and that is measured according to the equity method, the gain or loss resulting from this transfer is recognised to the extent of the relative interests of third parties (proportionate determination of result). Any loss that results from the transfer of current assets or an impairment of fixed assets is fully recognised.

Loans to participating interests

Amounts owed by associates disclosed under financial fixed assets are recognised initially at fair value of the amount owed, which normally consists of its face value, net of any provisions considered necessary. These receivables are subsequently stated at amortised cost.

Deferred tax

A provision for deferred tax liabilities is recognised for taxable temporary differences. 

For deductible temporary differences, unused loss carry- forwards and unused tax credits, a deferred tax asset is recognised, but only insofar as it is probable that taxable profits will be available in the future for offset or compensation. 

Deferred tax assets are reviewed at each reporting date and reduced to the extent that it is no longer probable that the related tax benefit will be realised. 

For taxable temporary differences related to group companies, foreign branches, associates and interests in joint ventures, a deferred tax asset is recognised unless the company is able to control the timing of the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

For deductible temporary differences regarding group companies, foreign branches, associates and interests in joint ventures, a deferred tax asset is only recognised insofar as it is probable that the temporary difference will reverse in the foreseeable future and that taxable profit will be available to offset the temporary difference. 

Deferred tax assets and liabilities are stated at nominal value and are only offset when they relate to the same entity and taxation authority.

Other

Loans granted and other receivables are carried at amortised cost on the basis of the effective interest method, less impairment losses. The effective interest and impairment losses, if any, are directly recognised in the profit and loss account. Purchases and sales of financial assets that belong to the category loans granted and other receivables are accounted for at the transaction date.

2.8  WORK IN PROGRESS

Work in progress is carried at contract revenue generated, which is comprised of contract costs incurred and attributable profits, based on percentage of completion less progress billings and recognised losses. Contract costs are costs which directly relate to the specific project (for example, personnel costs for employees whose activities relate directly to the project, costs of materials used) and the costs which are attributable to contract activity in general and can be allocated to the project (including insurance, costs of design and technical assistance, construction overhead) as well as other costs chargeable to the customer under the terms of the project. The percentage of completion, used for calculation of work in progress is determined based on the services performed to date as a percentage of the total services to be performed.

When the outcome of a construction contract cannot be reliably estimated, revenues are recognised in the profit and loss account to the extent of the contract costs incurred which are likely to be recovered. Contract costs are recognised in the profit and loss account in the period in which they are incurred. 

Contract revenues are revenues agreed in the contract, including any proceeds on the basis of more or less work, claims and fees, if and to the extent that it is probable that the benefits will be realised and can be measured reliably. Contract revenues are measured at the fair value of the services that are or will be received in return. 

Where appropriate, expected losses are recognised as exposure in the income statement. Losses are determined regardless whether the project has already been started, the stage of realisation of the project or the amount of profit which is expected on other, non-related projects. In addition, progress invoices and payments received in advance are also credited against work in progress. 

Work in progress is separately presented in the balance sheet under current assets. If it shows a credit balance, this will be presented under current liabilities.

2.9 RECEIVABLES AND SECURITIES

The accounting policies applied for the valuation of trade and other receivables and securities are described under note 2.4 Financial instruments.

2.10 CASH AND CASH EQUIVALENTS

Cash and cash equivalents include cash in hand and deposits held at call with banks. Bank overdrafts are disclosed as current liabilities on the balance sheet. Cash and cash equivalents are stated at nominal value. 

If cash and cash equivalents are not readily available, this fact is taken into account in the measurement. Cash and cash equivalents denominated in foreign currencies are translated at the balance sheet date in the functional currency at the exchange rate ruling at that date. Reference is made to the accounting policies for foreign currencies.

2.11 SHAREHOLDERS’ EQUITY

The consideration paid for the repurchase of shares is deducted from other reserves, until such time that these shares are cancelled or sold. If shares are sold, any proceeds are added to the other reserves. 

Costs directly related to the purchase, sale and/or issue of new shares are recognised directly in shareholders’ equity in the component other reserves net of any relevant tax effects. Other direct movements in shareholders’ equity are also recognised net of any relevant tax effects. The purchase of own shares is deducted from other reserves.

2.12 MINORITY INTEREST

Minority interests are valued at the proportionate share of third parties in the net value of the assets and liabilities, determined in accordance with the company’s measurement principles. Where the group company in question has an equity deficit, the negative value and any other losses are not allocated to  the minority interest, unless the minority interest holders have a constructive obligation, and are able, to clear the losses. As soon as the group company manages to post an equity surplus, profits are allocated to the minority interest.

2.13 DIVIDENDS

Dividend distribution to shareholders is recognised as a liability in the Group’s financial statements in the period in which the dividends are approved by the company’s shareholders.

2.14 PROVISIONS

General information

Provisions are measured at the best estimate of the amount that is necessary to settle the liability at the balance sheet date.

A provision is recognised if the following applies:

• the company has a legal or constructive obligation, arising from a past event;

• the amount can be estimated reliably; and

• it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation.

Except for pension benefits and long-term employee benefits, provisions are stated at nominal value and charged against project result as much as possible. Unless otherwise stated, provisions are of a long-term nature.

Pension benefits

The Group prepares its financial statements for pensions and ‘post retirement benefits’ on EU-IFRS standards instead of RJ 271.3, by using RJ 271.101. 

The Group operates several pension schemes. The fact whether a scheme is classified as defined contribution or defined benefit is assessed based upon the pension agreement with the staff and the administration agreement with the pension fund or insurance agreement with the insurance company. 

All schemes except one are defined contribution pension schemes, whereby, based upon the agreements with the staff, the pension fund or the insurance company, no additional commitments for the Group exist beyond the payment of the pension premium due in respect of the financial year. 

In the United Kingdom the Group operates a defined benefit pension scheme, whereby the actuarial risk and the investment risk lies with HaskoningDHV UK Ltd. This scheme has been closed for new entries and future accruals in 2005. The assets  of the scheme are held separately from those of HaskoningDHV UK Ltd. in an independently administered fund. 

As allowed in RJ 271.101 the Group uses IAS19R ‘Employee Benefits’ for the accounting treatment of this scheme:

• The difference between the present value of the accrued pension liabilities and the market value of the assets of the scheme (the net pension deficit) is recorded as a provision on the balance sheet. The liabilities are calculated as the present value of the estimated future cash flows using the accumulated benefit obligation method based upon actuarial assumptions which are annually set by The Board of Management of HaskoningDHV UK Ltd. The liabilities are calculated by an independent actuary.

• A net interest expense is calculated as the difference between the expected increase of the accrued pension liabilities at the beginning of the reporting period and the expected return on the scheme’s assets at the beginning of the period, and is charged to the income statement under ‘interest costs’.

• The difference between the actual and expected increase of the liabilities and the actual and expected return on assets is directly credited or charged to equity.

•  Any gains or losses arising from experience or assumption changes are directly credited or charged to equity.

Restructuring

A restructuring provision is recognised when at the balance sheet date the entity has a detailed formal plan, and ultimately at the date of preparation of the financial statements a valid expectation of implementation of the plan has been raised in those that will be impacted by the reorganisation. A valid expectation exists when the implementation of the reorganisation has been started, or when the main elements of the plan have been announced to those for whom the reorganisation will have consequences. The provision for restructuring costs includes the costs that are directly associated with the restructuring, which are not associated with the ongoing activities of the company. 

The employees in question will be supported in finding new employment outside the Company and are entitled to a redundancy arrangement that is dependent on their salary and years of service with the Company.

Long-term employee benefits

The provision is recognised for the present value of the future long-service awards, which is calculated based on the commitments made, the likelihood of the staff concerned remaining with the company, and their age. 

Several group companies are by law obliged to pay compensation for severance and disability upon termination of employment. Liabilities arising from this are calculated based on actuarial assumptions.

Other provisions

A provision for claims, disputes and lawsuits is established  when it is expected that the company will be sentenced in legal proceedings. The provision represents the best estimate of the amount for which the claim can be settled, including the costs of litigation. 

Provisions for long-term sickness are measured at the fair value of excepted amounts payable, which is based on commitments made, known cases and likelihood of recovery. For existing commitments at the balance sheet date to continue the payment of benefits (including termination benefits) to employees who are expected to be unable to perform work wholly or partly due to sickness or disability in the future, a provision is recognised. The recognised liability relates to  the best estimate of the expenditure necessary to settle the obligation at the balance sheet date. The best estimate is based on contractual agreements with employees (collective agreement and individual employment contract). Additions to and reversals of liabilities are charged or credited to the profit and loss account. 

For deferred income tax we refer to 2.7.

2.15 NON-CURRENT LIABILITIES

The valuation of non-current liabilities is explained under note 2.4 Financial instruments.

 2.16 CURRENT LIABILITIES

The valuation of current liabilities is explained under note 2.4 Financial instruments.

2.17 LEASES

The company may enter into financial and operating leases. A lease agreement under which the risks and rewards of ownership of the leased object are carried entirely or almost entirely by the lessee are classified as finance leases. All other leases are classified as operating leases. For the lease classification, the economic substance of the transaction is conclusive rather than the legal form.

Financial lease

If the Group acts as lessee in a financial lease, the leased property (and the related liability) is recognised in the balance sheet at the start of the lease period at its fair value or, if lower, at the present value of the minimum lease payments. Both amounts are determined at the start of the lease. The interest rate applied for the calculation of present value is the implicit interest rate. If it is not practically possible to determine this interest rate, then the marginal interest rate is used. The initial direct costs are included in the initial measurement of the leased property. 

The accounting principles for the subsequent valuation of the leased property are described in 2.6. If there is no reasonable certainty that the company will become the owner of a  leased property at the end of the lease period, the property is depreciated over the shorter of the lease period or the economic life of the property. 

The minimum lease payments are split into interest expenses and redemption of the lease liability. The interest expenses are allocated during the lease term to each period in such a way that this results in a constant periodic interest rate over the remaining net liability with regard to the financial lease. Conditional lease payments are recorded as an expense in the period in which the conditions for payment are being met.

Operational leases

If the Group acts as lessee in an operating lease, then the leased property is not capitalised. Benefits received as an incentive to enter into an agreement are recognised as a reduction of rental expense over the lease term. Lease payments regarding operating leases are charged to the profit and loss account on a straight-line basis over the lease period.

2.18 RESULT DETERMINATION

The result is the difference between the realisable value of the goods/services provided and the costs and other charges during the year. The results on transactions are recognised in the year in which they are realised. 

Profit or loss is determined taking into account the recognition of unrealised changes in fair value of:

• investment property;

• securities included in current assets;

• derivative financial instruments not designated as hedging instruments.

2.19 REVENUE RECOGNITION

General information

Revenue from services rendered is accounted for in net turnover at the fair value of the consideration received or receivable, net of allowances and discounts. Revenues from services rendered are recognised in the profit and loss account when the amount of the revenue can be determined reliably, collection of the related compensation to be received is probable, the extent to which the services have been performed on the balance sheet date can be determined reliably, and the costs already incurred and (possibly) yet to be incurred to complete the service can be determined reliably. If the result from a specific service contract cannot be determined reliably, then revenues are recognised up to the amount of the service costs that are covered by the revenues.

All revenue in the financial year recognised in the profit and loss account is derived from projects. 

Profit on orders is recognised in accordance with the percentage of completion (POC) method. The percentage of completion is determined on the basis of the services performed up to that moment as a percentage of total services to be performed. It includes profit on orders executed entirely for the Group’s own account and risk as well as a share of the profit on orders executed together with partners. 

Revenue from time and material contracts, typically from delivering design services, is recognised at the contractual rates, as labour hours are delivered and direct expenses incurred. 

Revenue from fixed price and percentage fee based contracts for delivering design services is recognised under the POC method. Under the POC method, revenue is generally recognised based on assessments of the services performed to date as a percentage of the total services to be performed. As soon as the outcome of a contract can be estimated reliably, project revenue and project costs associated with the project are recognised as revenue and expenses respectively in proportion to the amount of work performed as at balance sheet date. Revenue from projects includes the contractually agreed revenue plus any revenue from variations in project work, claims and reimbursements, insofar as and to the extent that it is probable that these revenues will be realised and can be reliably determined. 

Expected losses and known risks are provided for in the period in which they become known and are credited against work in progress. 

Exchange differences arising upon the settlement or conversion of monetary items are recognised in the income statement in the period that they arise, unless they are hedged. 

Licence fees and royalties are received for the use of the assets of the Group, such as trademarks and patents. Revenue is recognised when the amount of the consideration receivable can be determined reliably and recovery is probable. Royalty revenue is recognised at the moment that the rights of the licences are transferred to the buyer.

2.20 NET TURNOVER

Turnover comprises the fair value of the consideration for the sale of goods and services to third parties, net of discounts and exclusive of value added tax attributable to activities performed during the reporting period.

2.21 MOVEMENT WORK IN PROGRESS

At the balance sheet date, the invoicing of projects does not equal project costs or project results. The difference between these two amounts at January 1 and December 31 is shown separately as a part of total operating income.

2.22 OTHER OPERATING INCOME

Other operating income includes results that arise from events or transactions that are clearly distinct from the ordinary activities of the Company. Examples of Other operating income are: gains or losses on the sale of participating interests or incidental proceedings of legal court cases or incidental sales.

2.23 COSTS OF WORK SUBCONTRACTED AND OTHER EXTERNAL EXPENSES

Costs of work subcontracted and other external expenses are costs that are directly attributable to net turnover, i.e. subcontractors, travel costs and other costs.

2.24 AMORTISATION AND DEPRECIATION

Intangible fixed assets, including goodwill, are amortised and property, plant and equipment depreciated over their estimated useful lives as from the inception of their use. Land is not depreciated. Future depreciation and amortisation is adjusted if there is a change in estimated future useful life.

2.25 OPERATING EXPENSES

Operating expenses are allocated to the reporting period to which they relate.

2.26 GOVERNMENT GRANTS

Operating grants are recognised as an income item in the income statement in the year in which the subsidised costs are incurred, income is lost or a subsidised operating deficit has occurred.
Grants are recognised as soon as it is likely that they will be received and the Group will comply with all attached conditions.

2.27 EMPLOYEE BENEFITS

Benefits payable on a regular basis

Wages, salaries and social security contributions payable pursuant to employment conditions or local legislation are incorporated in the income statement to the extent that these are payable to employees or external parties. 

Employee benefits are charged to the profit and loss account in the period in which the employee services are rendered and, to the extent not already paid, taken up as a liability on the balance sheet. If the amount already paid exceeds the benefits owed, the excess is recognised as a current asset to the extent that there will be a refund or a reduction in future payments by the Group. 

For benefits with accumulating rights, sabbatical leave, profit- sharing and bonuses the projected costs are taken into account during the employment. An expected payment resulting from profit-sharing and bonus payments is recognised if the obligation for that payment has arisen on or before the balance sheet date and a reliable estimate of the liabilities can be made.

Pensions

For the Dutch and comparable foreign defined contribution pension schemes the pension charge to be recognised for the reporting period equals the pension premium due to the pension fund or insurance company in respect of the reporting period. Prepaid contributions are recognised as deferred assets if these lead to a refund or reduction of future payments. Contributions that are due but have not yet been paid are taken up as liabilities. 

Changes in provisions for additional liabilities are also charged to the result in the period in which they arise. 

In Netherlands, in line with new fiscal laws regarding pensions applicable from 2015, a new collective defined contribution pension scheme has been introduced. This scheme is based upon average pay during the employment period with conditional indexation based upon the applicable Pension Law and the financial position of the pension fund. The two former pension funds have merged with effect from January 1, 2015 and the new fund, Stichting Pensioenfonds HaskoningDHV (the Pension Fund), will administer the new scheme as well as the existing liabilities of the 2 former funds. The Group has entered into an administration agreement with the new fund whereby the premium is fixed for 5 years and its liabilities are limited to the payment of the actual premiums due without any liability for additional payments to or deficits arising in the fund. 

The new pension fund has two compartments, which are legally separated. In compartment DHV the former members of the DHV fund, together with new entries since 2015, are administered. This compartment is fully self-managed. In compartment Haskoning the former members of the Haskoning fund are administered. This compartment is closed for new entries in 2015. The pension liabilities until the end of 2014 are fully insured with Nationale-Nederlanden (NN) whereby the major risks are transferred to this company. Pension accruals with effect from 2015 are self-managed. 

As at July 1, 2018 the assets and liabilities, except for the liabilities insured with NN, of compartment  Haskoning have been transferred to compartment DHV, after which compartment Haskoning has been put into voluntary liquidation. The liabilities insured with NN have been transferred to NN and the relating insurance contract (which has been closed for new entries since 2015) has been transferred to HaskoningDHV Nederland B.V. As the new policyholder this company may, under the terms of the applicable Pension Law, be obliged to additional payments to fund the value transfer of former employees insured under this contract to their new pension provider. However, this company has entered into an agreement with the Pension Fund, whereby the latter is obliged to fully refund this company for these additional payments, if and when arising. No other obligations or charges in respect of the transfer of the insurance contract will arise. 

Because of the above The Pension Fund has become a fully self- managed regular company pension fund. At the end of 2019 the provisional actual coverage rate is 104.5% and the provisional policy coverage rate is 102.2%. 

In the United Kingdom and South Africa the current pension arrangements are to be considered as individual defined contribution schemes which are administered by insurance companies. 

In addition the Group operates a defined benefit pension scheme in the United Kingdom which has been closed for new entries and future accrual in 2005. Further reference is made to 2.14 and note 12.

For foreign pension schemes that are not comparable in design and functioning to the Dutch pension system a best estimate   is made of the obligation at the balance sheet date using generally accepted actuarial valuation principles. Changes of the obligation are charged to the result in the period in which they arise.

2.28 FINANCE INCOME AND EXPENSES

Interest

Interest income and expenses are recognised in the income statement as it accrues using the effective interest method.

Dividends

Dividend income is recognised when the actual payment is received.

2.29 CORPORATE INCOME TAX

Tax on the result is calculated based on the result before tax in the income statement, taking account of the losses available for set-off from previous financial years (to the extent that they have not already been included in the deferred tax assets) and exempt profit components and after the addition of non- deductible costs. 

Corporate income tax comprises the current and deferred corporate income tax payable and deductible for the reporting period. Corporate income tax is recognised in the profit and loss account except to the extent that it relates to items recognised directly to equity, in which case it is recognised in equity, or to business combinations. 

Current tax comprises the expected tax payable or recoverable on the taxable profit or loss for the financial year, calculated using tax rates enacted or substantively enacted at the reporting date, and any adjustments to tax payable in respect of previous years. The measurement of deferred tax liabilities and deferred tax assets is based on the tax consequences following from the manner in which the Company expects, at the balance sheet date, to realise or settle its assets, provisions, debts and accrued liabilities. Deferred tax assets and liabilities are measured at nominal value.

2.30 SHARE OF RESULT OF PARTICIPATING INTERESTS

The share of the result of participating interests consists of   the share of the Group in the results of these participating interests, determined on the basis of the accounting principles of the Group. 

The results of participating interests acquired or sold during the financial year are stated in the group result from the date of acquisition or until the date of sale respectively. 

Results on transactions, where the transfer of assets and liabilities between the Group and the non-consolidated participating interests and mutually between non-consolidated participating interests themselves, are not recognised as they can be deemed as not realised.

3 MERGERS AND ACQUISITIONS

The Group acquired 100% of the shares and voting rights in Lanner Group Ltd. As a result, control has been obtained over Lanner Group Ltd., which is active in predictive digital twin & simulation software. The acquisition of Lanner Group Ltd. has been recorded applying the 'purchase accounting' method. The purchase price for this acquisition is €6.1 million, including future earn-out payments.

Per January 1, 2019, Lanner Group Ltd. has been included in the consolidated financial statements of the Company.

The Group acquired 100% of the shares and voting rights in Ambiental Technical Solutions Ltd. and Ambiental Environmental Solutions Ltd. (Ambiental). As a result, control has been obtained over Ambiental, which is active in advanced tools, data, digital maps and expert advice on flood risk assessment and management. The acquisition of Ambiental has been recorded applying the 'purchase accounting' method. The purchase price for this acquisition is €6.3 million, including future earn-out payments.

Per April 1, 2019, Ambiental Technical Solutions Ltd. and Ambiental Environmental Solutions Ltd. have been included in the consolidated financial statements of the Company.

The Group acquired 12.5% of the shares and voting rights in Hydroinformatics Institute PTE. Ltd. (H2i). Significant influence has been obtained over Hydroinformatics Institute PTE. Ltd. (H2i), which is active in advanced computing of big water data, by representation in the Board and thus being able to influence company policy. Thus, the participation in Hydroinformatics Institute PTE. Ltd. (H2i) has been recorded applying the 'equity method'. The purchase price for this acquisition is €0.5 million. 

Per April 1, 2019, Hydroinformatics Institute PTE. Ltd. (H2i) has been included as a participating interest in the consolidated financial statements of the Company. 

4 INTANGIBLE FIXED ASSETS

Movements in intangible fixed assets can be broken down as follows:

At each balance sheet date the Group tests whether there are any indicators of intangible assets being subject to impairment. If any such indicators exists, the Group carries out impairment tests on capitalised goodwill, based on the estimated cash flows of the related CGU. The CGU, defined as Business Unit or entity represents the lowest level within the Group at which the goodwill is monitored for internal management purposes. The recoverable amount of the relevant CGU is determined on the basis of their value in use. Determination of the value in use is performed by using estimated future cash flows based on historical performance and expected future market developments, forecast 2019, budget 2020 and further financial projections for 2021-2024. Cash flows after five years are extrapolated by perpetual growth rate to calculate the terminal value.

To calculate the present value of the estimated future cash flows, post-tax discount rates have been applied.

Above mentioned tests have led to impairment of the CGU South Africa of €3.0 million based on the historical performance and future expectations.

The impairment of computer software relates to the write off of the HAL24K Data Science platform which is not frequently used and consequently will not generate significant future cash flows.

Goodwill investments relate to Lanner, Ambiental and H2i and the finalisation of the acquisition of Ynformed.

The carrying amount of Goodwill is geographically divided as follows:

5 TANGIBLE FIXED ASSETS

Movements in tangible fixed assets can be broken down as follows:

The carrying amount of assets under financial lease, which is held without legal title, is as follows:

At the end of 2018 the carrying amount for financial lease for Hardware was €0.4 million. The movement in 2019 is related to regular depreciation.

6 FINANCIAL FIXED ASSETS

Movements in financial fixed assets can be broken down as follows:

Participating interests

We refer to the Appendix for the company’s participating interests. The company is severally and jointly liable as partner in the participating interests.

Deferred income tax assets

Deferred income tax assets relate amongst others to unused tax losses. Recognised and unrecognised deductible temporary differences and tax losses can be broken down as follows:

An amount of €1.5 million of the €10.9 million deferred tax asset is anticipated to be settled within one year.

Deferred tax assets and liabilities are only offset when they relate to the same entity and tax authority.

The tax losses not valued amount to €18.9 million (2018: €6.3 million).

The deferred tax asset for tax losses includes a deferred tax benefit of €3.2 million for the liquidation of the entities in Portugal and Russia.

Movement in deferred tax on the United Kingdom pensions is related to the change in net pension liability value of the defined benefit pension scheme in the United Kingdom. In 2019 €3.4 million is recognised directly in equity (2018: €2.5 million).

Other deductible temporary differences include timing differences from participating interests.

Based on historical performance and future expectations the deferred income tax asset for tax losses in South Africa was impaired with €2.0 million.

7 WORK IN PROGRESS

Costs and estimated earnings on uncompleted contracts are as follows:

Change in work in progress in the income statement is not equal to the movement in the balance sheet because the income statement only includes the movement in costs incurred and provision for expected losses. Furthermore differences occur due to acquisitions, exchange differences and reclassification. The negative amount of work in progress is included in the current liabilities, see note 14.

8 RECEIVABLES

Amounts owed from participating interests, like joint ventures, are treated similar to trade receivables; no interest is charged.
All receivables fall due in less than one year. The fair value approximates the book value.

The increase in Prepaid expenses and decrease in Other receivables need to be reviewed together. The combined increase of €1.7 million can be explained by software licenses in Netherlands.

During the year, an addition of €1.0 million to the provision for bad debts was charged to the profit and loss account. The other change in the provision for bad debts of €0.4 million is caused by revaluation of the opening balance.

9 CASH AND CASH EQUIVALENTS

The cash and cash equivalents balance includes an amount of €0.2 million (2018: €0.2 million) that is not immediately accessible. This relates to funds that are in an escrow account with the Dutch Tax Authorities in line with the Dutch Sequential Liability Act.

10 SHAREHOLDERS’ EQUITY

Movements in shareholders’ equity can be broken down as follows:

Group equity comprises of the equity of Koninklijke HaskoningDHV Groep B.V., which also includes the DHV Education Foundation. The equity of Koninklijke HaskoningDHV Groep B.V. as well as reconciliation with the consolidated equity is part of note 30 of the Company Financial Statements.

Included in the line other movements in other reserves is the Defined Benefit Pension Plan United Kingdom. The movement relates to the net balance of actuarial gains and losses, after deduction of deferred tax, in respect of the closed pension scheme in the United Kingdom, which has been directly charged to the reserves. Further reference is made to note 12.

Exchange gains and losses arising from the translation of foreign operations from functional to reporting currency are accounted for in the foreign currency translation reserve.

The legal and statutory reserves consist of a statutory reserve for unappropriated income of participating interests of €2.9 million, a legal reserve for capitalised development costs of €0.6 million and a legal reserve of €0.3 million in Portugal, Belgium and China.

The earnings per share amount to €1.80 over the year 2019, more information can be found in the Notes to the Company Financial Statements.

11 MINORITY INTEREST

Movements in the minority interest can be broken down as follows:

12 PROVISIONS

Movements in provisions can be broken down as follows:

Of the provisions €32.6 million (2018: €29.8 million) qualifies as long-term (in effect for more than one year).

Pensions

Provisions are recognised at the balance sheet date for unfunded obligations resulting from contractual arrangements with pension funds and from obligations to employees in the United Kingdom. These obligations are based on actuarial calculations.

United Kingdom closed defined benefit plan

This plan is a funded defined benefit arrangement. The plan is a separate trustee administered fund holding the pension plan assets to meet the long-term pension liabilities.

New entries and accruals for new benefits in the plan ceased on June 30, 2005 at which time all remaining active members became deferred members. No guarantee from the Group has been provided to the local entity in the United Kingdom for the closed defined benefit plan.

Movement in net defined benefit liability

The interest is taken up in the income statement in the line interest costs.

In addition to the assets and obligations noted above the scheme holds an amount of €1.7 million (2018: €2.0 million) in relation to matching annuities with an insurance company.

Plan assets

Plan assets comprise of the following:

None of the fair values of the assets shown above include any of the United Kingdom Company’s own financial instruments or any property occupied by, or other asset used by, the company. All of the scheme assets have a quoted market price in an active market with the exception of the Trustee’s bank account balance.

The strategic asset allocation target is 38% matching assets and 62% growth assets.

Defined benefit obligations

Actuarial assumptions
The following were the principal financial and demographic assumptions at the reporting date (in % per annum):

The discount rate is based on the Bank of Amercia Merrill Lynch AA-rated United Kingdom 18-year corporate bond index.

The mortality assumptions adopted at December 31, 2019 are 98% of the standard tables S2PxA, year of birth, no ageing for males and females, projected using CMI_2018 converging to 1.0% per annum. These imply the following life expectancies at age 65 years:

Sensitivity analysis
Reasonably possible changes at reporting date to one of the relevant actuarial assumptions, holding other consumptions constant, would have affected the defined benefit obligation by the percentages shown below:

The average duration of the defined benefit obligation at the period ending at December 31, 2019 is 18 years (2018: 17 years).

The plan typically exposes the Company to actuarial risks such as investment risk, interest rate risk, mortality risk and longevity risk. A decrease in corporate bond yields, a rise in inflation or an increase in life expectancy would result in an increase to plan liabilities. This would detrimentally impact the balance sheet position and may give rise to increased charges in future P&L accounts. This effect will, however, now be partially offset as a result of the investment in LDI assets.

Additionally, caps on inflationary increases are in place to protect the plan against extreme valuation.

Following the completion of the triennial valuation of the scheme as at October 31, 2018, it was agreed that a lump sum payment of £4.7 million be made in January 2020. Followed by annual contributions of £1.7 million between 1 January 2023 and 28 February 28, 2030. These are increased by 3% per annum each subsequent January 1.

Restructuring

Restructuring costs include provisions for staff redundancy and costs due to onerous rental agreement buildings. The movements in 2019 are related to the restructuring of the organisation to be more effective, efficient and thus more successful in the market.

Approximately €0.7 million (2018: €1.5 million) of the restructuring provision is due within one year.

Long-term employee benefits

This item mainly relates to future long-service awards. The provision for long service relates to payments to employees on the basis of years of service. The provision reflects the estimated amount of the long-service awards in the future.

The calculation is based on commitments made, retention rates and ages.

The following key actuarial assumptions have been used in determining the provision:

• Discount rates: based on iBoxx AA classified European corporate bonds;

• Life expectancy: forecast table AG2018 with a correction for longevity based on income class.

In addition provisions have been made for mandatory severance and disability schemes in a number of overseas countries of operation.

This provision has mainly a non-current nature; the Group expects to use approximately €5.0 million (2018: €4.8 million) after 2020.

Other provisions

Other provisions relate to the old age pension act (AOW) for employees that have been abroad for a longer period of time and the own risk regarding claims.

The expected utilisation period of these provisions is between one and five years.

13 NON-CURRENT LIABILITIES

The amount of contingent lease payments is recognised as an expense in 2019 for an amount of €0.2 million.

The other long-term liabilities relate to future earn-out payments to recently acquired investments. These earn-out fees are payable in 2021 or 2023 and will only be paid when agreed conditions have been met. The conditions are mainly related to operational results and revenue targets.

Per December 31, 2019 the facility with three banks in Netherlands consists of:

• multipurpose facility: €30 million

• guarantee facility: €50 million

As security there is a pledge on the receivables of the borrowers. The facility has a 1-month Euribor denominated interest rate.

The facility has a 1-month Euribor denominated interest rate. The markup on this facility is 95 bps above 1M Euribor. The credit margin on the facility is based on the leverage ratio (net debt/EBITDA); a lower leverage ratio results in a lower credit margin. The debt covenant for the multipurpose facility states that the leverage ratio must not exceed 2.0 at December 31, 2019 and the interest coverage ratio shall not be lower than 4.0. Per December 31, 2019 the leverage ratio (net debt/EBITDA) is -3.7 and the interest coverage ratio is 87.5.

Parallel to the multipurpose/guarantee facilities the group has loan or guarantee facilities with banks in South Africa (€2.9 million Prime Rate denominated overdraft facility; €2.0 million guarantee facility; €1.0 million asset finance), United Kingdom (€2.9 million guarantee facility), India (€3.8 million multi-purpose facility) and Vietnam (€2.1 million multi-purpose facility). There are no securities given for the facility in South Africa. The United Kingdom facility is secured with a debenture; a written agreement between lender and borrower, filed at Companies House. The debenture holder has the rights to any and all assets should the company become insolvent. In other countries the group has guarantee facilities with other banks of €1.8 million.

In total the company has €97.4 million banking facilities. Within these facilities €5.8 million can be used for loans, €55.5 million can be used for guarantees and €36.1 million can be used for both loans and guarantees. At December 31, 2019 the Group had contingent liabilities in respect of guarantees provided to third parties in the ordinary course of business to the value of €39.4 million. Counter guarantees in favour of the Group have been received for a value of €1.8 million.

14 CURRENT LIABILITIES

All current liabilities fall due in less than one year. The fair value of the current liabilities approximates the carrying amount due to their short-term character. Other taxes & social security charges include payroll taxes of €10.6 million (2018: €9.9 million) and VAT of €17.9 million (2018: €18.5 million).

Included in accrued expenses are accruals for accommodation, ICT costs and project related costs of €2.9 million (2018: €3.0 million), staff related accruals of €2.3 million (2018: €2.2 million) and other of €4.8 million (2018: €2.8 million). The increase in other is mainly related to BPI payable in Netherlands and a tax provision in Myanmar.  

Other short-term liabilities includes other staff related accruals of €6.5 million (2018: €10.4 million). The decrease in other staff related accruals is related to a lower profit sharing payable.

15 FINANCIAL INSTRUMENTS

General information

During the normal course of business, the company uses  various financial instruments that expose it to market, currency, interest, cash flow, credit and liquidity risks. To control these risks, the company has instituted a policy including a code of conduct and procedures that are intended to limit the risks of unpredictable adverse developments in the financial markets and thus for the financial performance of the company.

The company applies derivatives, including forward exchange contracts and purchased interest rate options to control its risks.

The company does not trade in financial derivatives.

Credit risk

Credit risk arises principally from the company receivables presented under trade and other receivables and cash. The maximum amount of credit risk that the company incurs is €295 million (2018: €286 million), consisting of trade receivables (€140 million excluding the provision for bad debts (2018: €136 million)), other receivables (€27 million (2018: €26 million)) and cash (€128 million (2018: €124 million)). The credit risk is concentrated at a large number of counterparties, the highest receivable amounts to €4.0 million (2018: €9.2 million). Management is in contact with this client and payment is expected.

The company exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the demographics of the Group’s customer base, including the default risk of the industry and country in which customers operate, as these factors may have an influence on credit risk. Geographically, on the other hand, the credit risk is approximately 50% (2018: 51%) concentrated in Netherlands.

Management has established a credit policy under which each new customer is analysed individually for creditworthiness before, preferably, the Group’s standard payment and delivery terms and conditions are offered. The Group’s review includes external ratings, when  available  and  purchase limits are established for each customer, which represent the maximum open amount without requiring  approval  from the management. Customers that fail to meet the Group’sbenchmark creditworthiness may transact with the Group only on a prepayment basis.

A large part of the Group’s customers have been transacting with the Group for over four years. Impairment losses have been recognised against these customers. At balance date the provision for bad debts amounted to €19.3 million (2018: €18.0 million).

Currency risk

The Group is exposed to currency risk on sales denominated in a currency other than the respective functional currencies of Group entities, primarily the Euro, but also Pound Sterling (GBP). The currencies in which these transactions primarily are denominated are USD, KWD and SAR. The Group aims to mitigate as much as possible of its foreign currency exposure in respect of contracted sales.

The currency risk of net investments in foreign subsidiaries is not hedged. The current view on this translation exposure is that our investments are long-term and as such are not hedged through short-term instruments as Foreign Exchange derivatives.

The net currency position (EUR) of hedged contracts as at December 31 is specified below:

 The contracts expire in the coming year.

Liquidity risk

Management ensures that sufficient balances  are  available for a minimum period of 17 days (a minimum of €30 million)  to cover the expected operational costs, including meeting the financial obligations. The potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters are not taken into account. For further details regarding our bank facility we refer to note 13.

Price risk

The Group does not hold any investments in listed and non-listed equities and therefore does not run a price risk.

Interest rate risk

The Group mitigates the interest rate risk as much as possible. Currently there are no outstanding loans and the bank balance is positive. Therefore the interest rate risk is limited.

16 COMMITMENTS AND CONTINGENCIES NOT INCLUDED IN THE BALANCE SHEET

In 2019, the commitments ensuing from this recognised in the profit and loss account amounted to €24.6 million (2018: €23.6 million).

Contingent liabilities

The Company in Netherlands is liable for any obligations arising under the Dutch Sequential Liability Act. The Company executes certain projects in partnership with other parties.

Based on contractual agreements, the Company bears joint and several liabilities for the contractual obligations of the partnership resulting from these projects.

Tax group liabilities

The Company forms a fiscal unity for VAT and income tax in Netherlands with a number of group companies. Under the standard conditions, the Company and its fellow members of the tax group are jointly and severally liable for any taxes owed by the group.

By virtue of its operations in various countries, the Company incurs operational and/or tax claims. Where their effect is more likely than not and can be reasonably estimated, such claims  are provided for as soon as they arise. The existing provisions are considered sufficient to cover the potential consequences of pending claims.

Contingencies

The Company is involved in certain legal proceedings relating  to its projects. Provisions have been created for these insofar as these are necessary based on the management’s best estimate.

Share Plan

For details about the Company’s share plan we refer to Other Information.

Pensions

The Company in the Netherlands has taken over a closed pension insurance contract with a life insurance company from its pension fund. Under the terms of this contract and the applicable Pension Law the Company may be obliged to additional payments to fund the value transfer of former employees insured under this contract to their new pension provider. The Company has entered into an agreement with its pension fund whereby the latter has committed itself to fully refund the Company for these obligations, if and when arising.

17 NET TURNOVER

The net turnover by geographical area can be broken down as follows:

The net turnover by business line can be broken down as follows:

See key figures on pages 4 and 5 for % segmentation of turnover by region, client group and market group.

18 SHORT-TERM EMPLOYEE BENEFITS

19 REMUNERATION REPORT UNDER RESPONSIBILITY OF THE SUPERVISORY BOARD

Remuneration of the Executive Board

For the explanation of the remuneration of the Executive Board we refer to the Supervisory Board report.

Remuneration of the Supervisory Board

The remuneration of the members of the Supervisory Board was agreed in 2012 and is comprised of a fixed remuneration that is independent from the Company’s results, whereby a distinction is made between the remuneration of the Chairman and that of the other members of the Supervisory Board. Members of the Supervisory Board receive a further remuneration for their respective memberships of committees of the Supervisory Board.

Up to 2018 the members of the Supervisory Board also received a fixed contribution towards their expenses, which was not included in the remuneration table as presented below. The fixed contribution has been terminated per 2019 and is now part of the overall remuneration of the Supervisory Board members. This explains the increase in the remuneration between 2018 and 2019. No loans, advances or guarantees have been granted to the members of the Supervisory Board. The members of the Supervisory Board do not possess depositary receipts in Royal HaskoningDHV.

20 OTHER OPERATING EXPENSES

Restructuring costs include provisions for staff redundancy.

Included in other operating expenses is a loss on exchange differences of €0.5 million (2018: loss €2.4 million).

Auditor’s fees

The following fees were charged by PricewaterhouseCoopers Accountants N.V. to the Group as referred to in Article 2:382a(1) and (2) of the Dutch Civil Code:

The fees mentioned in the table for the audit of the financial statements 2019 (2018) relate to the total fees for the audit of the financial statements 2019 (2018), irrespective of whether the activities have been performed during the financial year 2019 (2018).

21 CORPORATE INCOME TAX

The major components of the tax expense are as follows:

The applicable weighted average tax rate is 21.1% (2018: 23.8%), whereby the weighted average has been calculated based on the results before taxes in the various tax jurisdictions. The tax expense recognised in the income statement for 2019 amounts to €8.9 million, or 50.3% of the result before tax and share in result of participating interests (2018: 30.6%).

The numerical reconciliation between the applicable and the effective tax rate is as follows:

Other adjustments relate to amongst others unrecoverable taxes, withholding taxes and changes in the tax provision.

22 NUMBER OF EMPLOYEES

During the year 2019 on average 5,142 (2018: 5,077) employees were employed by the Group.

The head count (excluding flexible workforce and minority interests) per end of year by geographical area can be broken down as follows:

The head count (excluding flexible workforce and minority interests) per end of year is split by the following business lines:

23 CHANGES IN CONSOLIDATED INVESTMENTS

The following investments and divestments were made in 2019:

24 RELATED PARTY TRANSACTIONS

The Group’s related parties comprise joint ventures, the Executive Board, the Supervisory Board, Stichting HaskoningDHV and Stichting Administratiekantoor HaskoningDHV. An extensive list of subsidiaries and joint ventures is disclosed in Appendix.

All transactions with related parties are at arm’s length basis. The remuneration of the Executive board is included in the Supervisory board report. The remuneration of the Supervisory board is included in note 19.

25 SUBSEQUENT EVENTS

There are no subsequent events with material effects.