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2002 Annual Report

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2002 Annual Report 2002 ANNUAL REPORT DISCLAIMER The translation in the present English version of the Annual Report of year 2002 of MOTOR OIL is unofficial. Should there be any differences between the content of the two versions (Greek, English) of the Annual Report of year 2002 of MOTOR OIL it is the Greek version which will prevail. 1 / 149 T A B L E OF C O N T E N T S 1 INFORMATION CONCERNING THIS ANNUAL REPORT 4 2 SHAREHOLDERS´ RIGHTS 2.1 General 5 2.2 Dividend Taxation 7 3 MARKET INFORMATION AND STRUCTURE 3.1 Structure of the Greek Oil Refining Market 8 3.2 Regulatory Framework 8 3.3 Recent Developments in the World Oil Market 11 4 COMPANY PROFILE 4.1 General Information 12 4.2 Background 14 4.3 Company Activity 15 4.4 Fixed Assets 16 4.5 Sale & Distribution Network - Customers 17 4.6 Share Capital 18 4.7 Own Capital & Reserves – Share Book Value 19 4.8 Shareholders 19 4.9 Company Administration and Management 20 4.10 Organization Chart 22 4.11 Personnel 23 4.12 2000 – 2002 Capital Expenditure 24 4.13 Uses of Proceeds 26 4.14 MOTOR OIL and Society 27 5 PERFORMANCE REVIEW 5.1 Company Activities 30 5.2 Company Turnover and Earnings´ Review 2000 - 2002 33 5.3 Company Balance Sheet Statements´ Review 2000 - 2002 38 5.4 Sources and Uses of Funds 46 5.5 Company Key Financial Ratios 47 5.6 Company Cash Flow Statements 50 5.7 Share Market Price Review 50 5.8 Consolidated Financial Statements 51 6 AFFILIATED COMPANIES - PARTICIPATIONS 6.1 Subsidiaries 59 6.2 Affiliated Companies and Other Participations 63 6.3 Companies Participating in MOTOR OIL HELLAS 65 2 / 149 6.4 Participation of Principal Shareholders and of Board of Directors Members in the management and/or share capital of 67 other companies 6.5 Intercompany Transactions 69 7 FUTURE GOALS 7.1 Goals –Strategy 70 7.2 Prospects 71 8 DIVIDEND POLICY 73 9 APPENDIX MOTOR OIL (HELLAS) – Corinth Refineries S.A. Auditors´ Opinion & MOTOR OIL Board of Directors Management Report for 2002 Auditors´ Opinion & MOTOR OIL Board of Directors Management Report for 2002 (Consolidated Balance Sheet Statement) MOTOR OIL Cash Flow Statements 2001-2002 – Consolidated and Non Consolidated AVIN OIL S.A. Auditors´ Opinion & AVIN OIL Board of Directors Management Report for 2002 The data of the following sections are available at the MOTOR OIL´s site www.moh.gr at the menu option Investor Relations MOTOR OIL Yearly Financial Statements 2000 – 2002 MOTOR OIL Yearly Consolidated Accounting Financial Statements 2000 – 2002 MOTOR OIL Use of Share Capital Increase Proceeds 2002 MOTOR OIL Quarterly Financial Statements 2002 MOTOR OIL Quarterly Consolidated Financial Statements 2002 AVIN OIL Yearly Financial Statements 2000 – 2002 3 / 149 1. INFORMATION ON THIS ANNUAL REPORT AND ON COMPANY AUDITORS This Annual Report contains all the information and financial data needed for a correct assessment of the property, the activities, the financial position and the earnings and prospects of the Company “MOTOR OIL (HELLAS) CORINTH REFINERIES” (henceforth called the “Company” or “MOTOR OIL”), on the part of investors and their investment consultants. Investors interested in additional pieces of information may inquire during working days and hours with: Messrs. Spyros Balezos and Themis Iriotis of the Investor Relations Department at Company Headquarters, 12A Irodou Attikou str., Marousi 151 24, (tel.: 210-8094042). This Annual Report was written and distributed in accordance with decision 5/204/14.11.2000 of the Hellenic Capital Market Commission. The following persons are responsible for the writing of this Report and the accuracy of the data contained herein: Petros Tzannetakis, Finance Director and Member of the Company’s Board of Directors, 12A Irodou Attikou str., Marousi 151 24, (tel.: 210-8094162) James Douglas McTurk, General Manager of Finance and Information Systems, 12A Irodou Attikou str., Marousi 15124, (tel.: 210-8094167) and Spyros Balezos, Investor Relations Officer - Banking and Investments Manager, 12A Irodou Attikou str., Marousi 15124, (tel.: 210-8094169). The Company Board of Directors declare that all its Members have reviewed the content of this Annual Report and jointly with its authors confirm that: All information and data contained in the Annual Report are accurate and true. There are no other data, neither have any events occurred, the concealment or omission of which might render the totality or part of the data and information contained in this Annual Report misleading. There are no legal disputes pending against the Company or the companies in which the Company has a controlling interest that might have serious consequences on its financial position. The Company is audited by Certified Public Accountants. DELOITTE & TOUCHE (250-254 Kifisias Avenue, Chalandri, (tel.: 210 - 67 81 100) who conducted the regular audits of the Company’s financial statements for the years 2000 - 2002. It is noted that the Company Auditors’ Reports for the periods 2000 - 2002 are included in the Appendix along with the published Balance Sheet Statements, the Appendices, the Directors’ Report issued by the Company Board of Directors, the Accounting Financial Statements according to Presidential Decree 360/85, the Tables on the Utilization of Share Capital Increase Proceeds and the Company Cash Flow Statements. 4 / 149 2. SHAREHOLDERS´ RIGHTS 2.1. GENERAL Following the Share Capital Increase decided by the Extraordinary General Assembly of Company Shareholders on June 2, 2000, September 28, 2000, January 25, 2001 and May 17, 2001, the number of company shares increased by 5,275,380, while the Company’s total Share Capital consists of 110,782,980 common registered shares. In addition, based on the December 19, 2002 decision of the General Assembly of Company Shareholders and ruling Κ2-17690/14.1.2002 of the Ministry of Development the nominal value of shares increased to € 0.30. Every Company share embodies all the rights and obligations specified by Codified Law 2190/1920 (henceforth “the Law”) and the Company Codified Memorandum and Articles of Association. Possession of a Company Share automatically denotes acceptance, on the part of its owner, of the Company Codified Memorandum and Articles of Association and of the lawful decisions of the General Assembly of Company Shareholders. Based on the ruling of the Prefecture of Athens with protocol number ΕΜ – 193 / 01/ 13.2.2001 the minutes of the Extraordinary General Assembly of Company Shareholders dated December 22, 2000 were verified along with the decisions taken at that Meeting to: a. Amend article 14 of the Company Codified Memorandum and Articles of Association so that each of the two shareholders of MOTOR OIL – ARAMCO OVERSEAS COMPANY B.V. and MOTOR OIL HOLDINGS S.A. – has the right to appoint two Members of the Board of Directors on condition that each is in possession of at least 10% of the share capital of MOTOR OIL. It is noted that the required percentage prior to this amendment was 1%. b. Amend articles 18 and 20 of the Company Codified Memorandum and Articles of Association with regard to convening Board-of-Director Meetings, definitions of quorums and majorities and setting their authorities and jurisdictions in relation to those of Company Administration. Specifically, the clause calling for increased majority voting from 11 out of 12 Board-of-Directors Members for specific, limited Company issues was removed. Company shares do not embody any special privileges of any sort and the Company has not issued any ownership stock or shares participating in earnings, neither any common or preferred founders’ shares. Shareholder responsibility is limited to the nominal value of the shares they own. Each share entitles its owner to a right on the Company´s property and proportionate participation in Company´s earnings in accordance with the Law and the Company Codified Memorandum and Articles of Association. The rights and obligations that accompany each share are transferred to every universal or special shareholder successor. 5 / 149 Shareholders exercise their rights in relation to Company management only through General Assemblies of Company Shareholders. Shareholders have a right in every future share capital increase of the Company, proportionally to their shareholding prior to the increase, as prescribed by article 13, paragraph 5 of Codified Law 2190/1920. Creditors of a shareholder and their successors may in no way cause the confiscation or placement of any restriction on the use or disposal of any Company asset or of Company accounting Ledgers, neither may they demand its distribution or its liquidation, nor may they in any way interfere in its administration or management. Every shareholder regardless of his/her actual place of residence, is considered as having as his legal address the Company’s headquarters and is subject to Greek Law with respect to his/her relations to the Company. Any difference or dispute between the Company on the one hand and its shareholders or any third party on the other belongs to the exclusive jurisdiction of the regular courts, while the Company may be sued only before the courts of its domicile. Every share is indivisible and entitles its owner to the right of one vote. Joint owners of common shares must appoint in writing to the Company their representative who will represent them at the General Assembly of Company Shareholders. In case no common representative is appointed, the rights of joint owners of shares cannot be exercised at a General Assembly of Company Shareholders. Every shareholder has the right to participate in a General Assembly of Company Shareholders either in person or through a fully authorized representative. In order to be able to participate in an Extraordinary or Ordinary General Assembly of Company Shareholders, a shareholder must block his/her shares with either the Dematerialization System (SΑΤ) or the Athens Stock Exchange (ASE) at least five (5) days prior to the date set for the General Assembly of Company Shareholders.
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