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Annual Report 2014 ARAB POTASH COMPANY PLC Annual Report 2014 His Majesty King Abdullah II Ibn Al Hussein His Royal Highness Crown Prince Al Hussein Bin Abdullah II 6 Annual Report 2014 Arab Potash Company PLC Fifty Eighth Annual Report Of the Board of Directors and the consolidated financial statements of the Company for the year ended 31 December 2014, presented at the Ordinary General Assembly Meeting at 12:00 noon on Thursday 23rd April 2015 AD, 29th Jamadi Al Akher 1436H, Contents Message from the Chairman 8 D. Other Benefits and Housing 54 2014 in Numbers 10 10. Risk Management 54 Safety 14 11. APC’s Main Achievements in 2014 55 Production 16 A. Safety 55 Sales 18 12. Financial Impact of Non-Recurring National and International Quality Activities that Occurred during the Standards Compliance 18 Financial Year and are Not Part of Governance 19 the Company’s Core Activity. 56 APC Corporate Social 13. Trend of Major Financial Indicators responsibility (CSR) 23 for the period 2010 - 2014 56 Board of Directors Report 24 14. Financial Performance Analysis 57 1. Company Activities 25 A. Property, Plant and Equipment 57 B. Inventory 57 A. Number of employees by C. Investments 57 geographic location 25 D. Loans 57 B. Capital Investment 25 E. Revenues from Sales 57 2. Subsidiary and Affiliate Companies 26 F. Gross Cost 57 A. Subsidiaries 26 G. Profits 58 B. Affiliates 27 H. Shareholders’ Equity 58 3. Board of Directors and Executive 15. Future Plans 58 Management 28 16. Auditors’, Legal and Consultants’ A. Board of Directors 28 Fees for the Company and Subsidiaries' Curriculum Vitae of Board External Auditor’s Fees 59 Members 29 A. The external auditor’s fees for B. Members of the Executive 2014 in thousands of Dinars Management 35 were as follows 59 Curriculum Vitae of Executive B. Internal Auditor’s Fees 59 Management 36 C. Legal Fees 59 4. Names of Major Shareholders 38 17. Number of Shares Held by Members 5. Competitive Position within the of the Board of Directors and Executive Sector of Activities 38 Management and Their Relatives 60 A. The International Scene 38 A. Shares owned by Members B. Significant Developments of the Board of Directors 60 for Potash 39 B. Shares Owned by Members of the C. Potash Production 40 Executive Management 60 D. Potash deliveries and demand 41 C. Shares Owned by Relatives E. Prices 44 of Members of the Board of Directors F. Developments in APCs main markets 44 and Executive Management 60 G. APC Sales and Marketing 46 18. Compensations and Benefits 61 H. Shipping and Logistics 48 I. International Activities and Promotion 50 19. Summary of the Arab Potash J. Market Development 50 Company’s CSR program 2014 6. Company's Dependence on a Local or in Jordan Dinars 63 Foreign Supplier or Customer by Summary of the Arab potash more than 10%. 50 Company’s CSR program 2014 7. Government Protection or in Jordan Dinars 64 Concessions to the Company 20. Related Party Transactions 68 or its Products 51 21. APC Contributions to the 8. Decisions by the Government or Protection of the Environment and International Organizations that had Local Communities 68 a Material Effect on the Operation A. APC Contributions to the Protection of the Company or Its of the Environment 68 B. APC contributions to the service Competitiveness 51 of local communities 68 9. Organizational Structure 52 22. Declarations and Recommendations 69 A. Organizational Charts 52 B. Number and Qualifications of Company Recommendations 70 Employees 53 C. Training Courses for APC Employees 53 8 Annual Report 2014 Message from the Chairman In the name of God the Compassionate, the Merciful The Members of the Board of Directors, the Executive Management of the Arab Potash Company (APC) and I are delighted and honored to submit to you the 58th annual report for the year 2014 on the Company's operations, including its consolidated financial statements for the year ended 31/12/2014. The report also contains a review of the past year's achievements and an outlook for the new year. APC, continued to focus on the safety of its employees as the first priority, given that the Company employs more than 2,100 people, mostly from the local communities. I am delighted at the start of this report to bring you the news that we have completed five million working hours without lost-time injury, which is defined as work-related injuries that require the injured person to take leave of absence for treatment. This first-time achievement places the company at the forefront of enterprises in the region in terms of workplace safety. The global potash market in 2014 continued to suffer from the repercussions of the dissolution of the joint marketing venture between Russia and Belarus, which happened in mid 2013. This had a significant impact on global supply patterns during the year. In addition, macroeconomic factors namely lower oil prices and a strengthening dollar caused imbalances in local potash prices, which impacted short term demand. These developments resulted in a decrease of the average selling price from $ 380 to $ 300 during 2014. The price-drop coincided with the increase in APC's production costs over the past years, mainly the cost of energy and electricity which increased by about 15% in 2014 compared with 2013, and the cost of water which increased by 24%. It should be noted that part of the rise in production costs was linked to the increase in production volumes. Labor costs also rose by 4%. This significant rise in production costs placed APC among the highest cost producers in the world, after it was one of the lowest in this area until 2008. APC continues to study ways to reduce costs, especially the high cost of electricity. The Company engaged an international consultant to study the possibility of using renewable energy, and concluded that the optimal choice was to proceed with the project to generate electricity using solar cells, at a capacity of 33 MW. The project will be completed in two years. In addition, APC continues to study the option of building a plant to generate electricity and steam using natural gas. APC production in 2014 reached 2.1 million tons, which is equivalent to 105% of the annual production plan of two million tons, compared with 1.7 million tons in 2013. Based on long-term market projections, which indicate an increase in long-term demand for potash, the Board of Directors approved the project for phased expansion in production. The first phase will raise production capacity by 65,000 tons per year and it will be completed in 30 months. This will be in addition to the project to increase the production capacity of granular potash by 250,000 tons per year at a cost of JD 9 million, which is expected to be completed in 2016. The Company is also studying other expansion options. APC focused in 2014 on maintaining and developing its market share. Local and regional sales increased considerably, and shipments to China and India also increased at a healthy pace during the year. The Arab Potash Company also continued to focus on Africa, where its sales increased by 32,000 tons, or 37% after the growth achieved in the previous year, which amounted to 24%. Annual Report 2014 9 Among APC's main achievements in this area was that sales to China more than doubled to reach 642,000 tons, in accordance with the MoU signed in Beijing in 2013, which covers potash sales until 2016. Sales to India also increased beyond the 500,000 ton level. It should also be noted that there has been a marked improvement in the quality and purity of APC's product which is of 3% higher purity than the specifications guaranteed. In the area of social responsibility and investment in local community development and environmental protection, APC's budget in 2014 amounted to JD 7.5 million, which was allocated according to priorities set in consultation with public and private institutions and local communities. 29% was allocated to education and higher education, 21% for social development and the care of orphans, 21% for municipalities and supporting official institutions, 11% for health and care for people with special needs, 8% for sports and youth, 3% for water and the environment, 3% to support cultural activities, 3% for the maintenance and repair of houses of worship, and 1% to support professional and trade union activities. These programs benefitted more than 2,000 associations and 100,000 citizens. One of the most important achievements in this area was the opening of Tawahin Al Sukkar Mixed Secondary School located in Ghor Al Mazra'ah, which APC financed fully to the value of JD 1.06 million, in response to an initiative by His Majesty King Abdullah II Ibn Al Hussein. The school provides a model learning environment for about 1,000 students from the Southern Valley Area, from kindergarten to the tawjihi (school leaving exam). This will empower them to greater educational attainment and expand the opportunities available to them to build a better future. The highest international standards were observed in designing and building the school in terms of the space available to students in the classroom, and the presence of all necessary facilities. The school includes 24 classrooms, computer, science and biology labs, special halls for kindergarten, sports and art, a prayer enclosure, and external playgrounds in addition to five dunums (1 dunum = 1,000 sq. m) of greenhouses for extracurricular activities. The school replaces three schools that were located in rented buildings.
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