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IMPREGILO GROUP Origins PROGRESS, OUR GREATEST WORK 2008 Annual Report 2008 The value of a group is tied to its history and concessions market, particularly for motorway IMPREGILO GROUP origins. networks, renewable energy plants and energy 2008 Annual Report Impregilo group was set up at the beginning of the transportation. It is also active in the plant and 1990s but its origins lie much further back as it is engineering and environmental services sectors. the legacy of Girola, Lodigini, Impresit and Cogefar. Dams, hydroelectric plants, motorways, railways, These prestigious Italian companies were at the underground train systems, tunnels, bridges, forefront of international civil engineering from the viaducts, desalination plants, fume treatment plants early twentieth century. and waste-to-energy plants: a wealth of experience gained in Italy and abroad thanks to its constant Active in all five continents, the companies that commitment to meeting deadlines, protecting the merged to become Impregilo engaged in the environment and deploying innovative technologies. IMPREGILO GROUP construction of the main motorway, railway and hydroelectric works underpinning development in Impregilo is a group looking to the future. It is Italy and in many other countries around the world, responsible and sensitive to its stakeholders’ and helped strengthen Italy’s international standing. expectations and has proved itself well capable of exploiting and anticipating market developments This rich history of tradition and success has made over its more than a hundred years of experience. Impregilo, listed on the Italian stock exchange, the leading general contractor in Italy and one of the Today, thanks to its business and organisational major international general construction companies. skills and technical and financial knowledge, Impregilo has a wealth of unrivalled expertise and With more than 10 thousand highly qualified experience. It is ready to take on the challenge of employees and extraordinary technical know-how, growing demand for infrastructure and transportation the group is active worldwide in the construction of for people and goods while protecting and nurturing large infrastructure contracts and highly acclaimed the environment as one of the major players in Italy architectural projects and is a key player in the and on the international field for new development. IMPREGILO S.P.A. _ Viale Italia, 1 _ Sesto S. Giovanni (MI) _ Italy - Tel. +39 02 444.22111 Fax +39 02 444.22293 - e-mail: [email protected] www.impregilo.it PROGRESS, OUR GREATEST WORK 2008 Annual Report 2008 The value of a group is tied to its history and concessions market, particularly for motorway IMPREGILO GROUP origins. networks, renewable energy plants and energy 2008 Annual Report Impregilo group was set up at the beginning of the transportation. It is also active in the plant and 1990s but its origins lie much further back as it is engineering and environmental services sectors. the legacy of Girola, Lodigini, Impresit and Cogefar. Dams, hydroelectric plants, motorways, railways, These prestigious Italian companies were at the underground train systems, tunnels, bridges, forefront of international civil engineering from the viaducts, desalination plants, fume treatment plants early twentieth century. and waste-to-energy plants: a wealth of experience gained in Italy and abroad thanks to its constant Active in all five continents, the companies that commitment to meeting deadlines, protecting the merged to become Impregilo engaged in the environment and deploying innovative technologies. IMPREGILO GROUP construction of the main motorway, railway and hydroelectric works underpinning development in Impregilo is a group looking to the future. It is Italy and in many other countries around the world, responsible and sensitive to its stakeholders’ and helped strengthen Italy’s international standing. expectations and has proved itself well capable of exploiting and anticipating market developments This rich history of tradition and success has made over its more than a hundred years of experience. Impregilo, listed on the Italian stock exchange, the leading general contractor in Italy and one of the Today, thanks to its business and organisational major international general construction companies. skills and technical and financial knowledge, Impregilo has a wealth of unrivalled expertise and With more than 10 thousand highly qualified experience. It is ready to take on the challenge of employees and extraordinary technical know-how, growing demand for infrastructure and transportation the group is active worldwide in the construction of for people and goods while protecting and nurturing large infrastructure contracts and highly acclaimed the environment as one of the major players in Italy architectural projects and is a key player in the and on the international field for new development. IMPREGILO S.P.A. _ Viale Italia, 1 _ Sesto S. Giovanni (MI) _ Italy - Tel. +39 02 444.22111 Fax +39 02 444.22293 - e-mail: [email protected] www.impregilo.it IMPREGILO GROUP 2008 Annual Report Impregilo S.p.A. Fully paid-up share capital euro 718,364,456.72 - Registered office in Viale Italia 1, Sesto S. Giovanni (MI) Tax code and Milan Company Registration no. 00830660155 R.E.A. no. 525502 - VAT no. 02895590962 This document is available at: www.impregilo.it TABLE OF CONTENTS Pag. 3 General information Pag. 4 Company officers Pag. 5 Impregilo Group structure Pag. 13 Group highlights Pag. 14 Introduction Pag. 16 Financial highlights Pag. 21 Directors’ report – Part I Pag. 22 Analysis of Impregilo group’s and parent’s financial position and results of operations for the year Pag. 34 Directors’ report - Part II Pag. 35 Performance by business segment Pag. 38 - Corporate Pag. 39 - Construction Pag. 49 - Engineering & Plant Construction Pag. 52 - Concessions Pag. 57 - Imprepar – Impregilo Partecipazioni S.p.A. (in liquidation) Pag. 58 Impregilo group risk management Pag. 59 Non-current assets classified as held for sale and discontinued operations Pag. 69 Human resources and organisation Pag. 73 Safety, the environment and quality Pag. 80 Privacy and data protection Pag. 81 Subsequent events Pag. 83 Outlook Pag. 84 Other information Pag. 87 Corporate governance report Pag. 118 Proposal to the shareholders of Impregilo S.p.A. Pag. 119 Consolidated financial statements as at and for the year ended 31 December 2008 Pag. 201 Consolidated financial statements of Impregilo group Intragroup transactions Pag. 215 Consolidated financial statements of Impregilo group Equity investments Pag. 227 Consolidation scope Pag. 237 Statement on the consolidated financial statements Pag. 241 Separate financial statements of Impregilo S.p.A. as at and for the year ended 31 December 2008 Pag. 301 Separate financial statements of Impregilo S.p.A. Intragroup transactions Pag. 313 Separate financial statements of Impregilo S.p.A. - Equity investments Pag. 331 Statement on the separate financial statements Pag. 335 Indipendent Auditor’s opinions and report of Statutory Auditors Pag. 353 Abstract from the Shareholder Agreements Pag. 357 Shareholders’ meeting of 29 april 2009 GENERAL INFORMATION 3 2008 Annual Report IMPREGILO COMPANY OFFICERS Board of directors (i) Chairman Massimo Ponzellini Deputy chairmen Giovanni Castellucci Antonio Talarico Chief executive officer Alberto Rubegni Directors Carlo Buora Alfredo Cavanenghi Claudio Cominelli Nicola Fallica Beniamino Gavio Marcello Gavio Giancarlo Guenzi Maurizio Maresca Andrea Novarese Giuseppe Piaggio Alberto Sacchi Executive committee Chairman Alberto Rubegni Giovanni Castellucci Antonio Talarico Beniamino Gavio Andrea Novarese Giuseppe Piaggio Internal control committee Alfredo Cavanenghi Nicola Fallica Maurizio Maresca Remuneration committee Massimo Ponzellini Carlo Buora Alfredo Cavanenghi Claudio Cominelli Maurizio Maresca Board of statutory auditors (i) Chairman Giuseppe Levi Standing statutory auditors Giorgio Oldoini Alessandro Trotter Substitute statutory auditors Vittorio Amadio Michela Zeme Independent auditors PricewaterhouseCoopers S.p.A. (i) appointed by the shareholders on 7 May 2008; in office until approval of the financial statements as at and for the year ending 31 December 2010. IMPREGILO GROUP STRUCTURE 5 2008 Annual Report IMPREGILO IMPREGILO GROUP STRUCTURE - 31 DECEMBER 2008 ENGINEERING & CONSTRUCTION PLANT CONST. IMPREGILO S.p.A. 100 FISIA ITALIMPIANTI S.p.A. 100 Bocoge S.p.A. 100 Fisia Babcock Environment Gmbh 100 CIGLA S.A. 100 - Impregilo Intern. Infrastruc. N.V. 100 CSC Impresa Costruzioni S.A. 100 Steinmuller International Gmbh 100 J.V. Igl S.p.A.-S.G.F. INC S.p.A. 100 - Fisia Babcock Gmbh 100 - Impregilo S.p.A. 99 Gestione Napoli S.p.A. (in liq.) 99 - S.G.F. INC S.p.A. 1 - Fisia Italimpianti S.p.A. 54 S.A. Healy Company 100 - Impregilo S.p.A. 24 S.G.F. - I.N.C. S.p.A. 100 - Fisia Babcock Gmbh 21 S.I.P.E.M. S.p.A. (in liq.) 100 Castalia Ecolmar S.c.p.a. 49.9 Suropca C.A. 100 OTHER 9 COMPANIES - Impregilo S.p.A. 99 - CSC S.A. 1 Consorzio Frana di Spriana S.c.r.l. (in liq.) 100 PGH Ltd 100 Vegas Tunnel Constructors 100 - Impregilo S.p.A. 40 - Healy S.A. 60 Consorzio Torre 94.6 Emp. Const. Costanera Norte Ltda 77.78 Consorzio C.A.V.E.T. 75.98 Consorzio C.A.V.TO.MI. 74.69 Consorcio Impregilo - Ingco 70 Constructora Mazar 70 Rivigo J.V. L.t.d. 70 - PGH L.t.d. 70 Consorcio Impregilo Yarull 70 Consorcio Acueducto Oriental 67 Consorzio Venice Link 61 Impregilo Lidco Libya Co. 60 Nathpa Jhakri J.V. 60 Ghazi-Barotha Contractors J.V. 57.8 Consorzio Scilla 51 Reggio Calabria - Scilla S.c.p.a. 51 Salerno-Reggio Calabria S.c.p.a. 51 Pedelombarda S.c.p.A. 47 Eurolink S.c.p.a. 45 Passante di Mestre S.c.p.A. 42 OTHER 134 COMPANIES TOTAL 353 USW CAMPANIA CONCESSIONS OTHER PROJECTS IMPREPAR S.p.A. IMPREGILO INTERNATIONAL FIBE INFRASTRUCTURES N.V. 100 IN LIQUIDATION 100 Impregilo Parking Glasgow Ltd 100 Fibe Campania S.p.A. 99.994 Alia S.c.r.l. (in liq.) 100 Impregilo New Cross Ltd 100 - Impregilo S.p.A.
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