Annual
Report
RWE Finance Europe B.V.
Geertruidenberg
RWE Finance Europe B.V.
Amerweg 1
4931 NC Geertruidenberg
Chamber of Commerce files no. 91298571
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Contents
Page | |
REPORT OF THE BOARD OF DIRECTORS | 3 |
Financial Statements | 7 |
Balance Sheet as at December 31, 2023 Assets | 8 |
Balance Sheet as at December 31, 2023, Equity and Liabilities | 9 |
Total comprehensive income statement for the period 6 September 2023 until 31 December
2023 | ...................................................................................................................................... | 10 |
Cash Flow statement 6 September 2023 until 31 December 2023 | 11 | |
Statement of changes in equity | 12 | |
1. | General notes and principles | 13 |
2. | Accounting policies applied to the valuation of assets and liabilities | 14 |
3. | Accounting policies for the income statement | 19 |
4. | Notes to the balance sheet and income statement | 21 |
Other information | 27 | |
Appropriation of results according to the Articles of Association | 27 | |
Colophon | 28 |
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REPORT OF THE BOARD OF DIRECTORS
About RWE Finance Europe B.V.
RWE Finance Europe B.V. ("further the company"), having its legal seat in Geertruidenberg, The Netherlands, is a holding and financing company. The company is a limited liability company incorporated under the laws of the Netherlands. The main objective of the company is to obtain funds from issued loans and bonds, to perform the function of holding company for RWE group companies and to finance these companies. Next to that, any and all related industrial, financial and commercial activities related to the before mentioned objectives RWE Finance Europe B.V., headquartered at Amerweg 1, Geertruidenberg, the Netherlands, is registered in the Trade register Brabant no. 865609640. The company was incorporated on September 6, 2023. The ultimate parent company is RWE AG based in Essen, Germany.
Main developments during the year
The company was incorporated in 2023.
Financial overview
(in 1,000 EURO)
Balance sheet
The balance sheet as per December 31, 2023 mainly presents a receivable on the shareholder for the share capital and additional share premium.
Income statement
Net result 2023 amounted to 4 EURO loss resulting from general expenses for the company.
Effective tax rate on this result comes to 19%. This is equal to the statutory tax rate.
No expenses for Research and Development were incurred during the financial year.
As per 31 December 2023 no employees are employed by the company. The company has three directors. All three receive their remuneration from other companies within the RWE Group albeit that this remuneration is not specifically for their role as director of RWE Finance Europe B.V.
Energy & Climate
It is RWE's overall growing green strategy to be carbon neutral in 2040. The company contributes to this goal by financing RWE companies for the development, construction and operation of onshore and offshore wind and solar farms as well as generation flexible assets.
Risk Management
RWE Finance Europe B.V., as part of the RWE Group, can rely on the risk management systems and processes of RWE AG. The company started the implementation of local systems and processes in this area, covering the major risks and uncertainties described below.
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Fraud and compliance
Integrity and Compliance are pillars of our business activities and decisions. We believe our priority topics Compliance and Ethics translate into preventing corruption and bribery while being guided by our values when working with counterparties.
All our business activities and decisions meet pre-established Compliance requirements. There is a zero tolerance policy at RWE - violations of the rules and principles set out in the RWE Code of Conduct are not tolerated. Controlling of fraud risks is part of the operational risk management system.
We have dedicated Compliance staff for the Netherlands to ensure implementation of RWE Compliance rules and policies. In 2023, neither cases of material fraud nor violations of the RWE Code of Conduct were reported to the RWE Renewables ("RES") Compliance Officer relating to the company.
The Management Board attends training sessions to learn about specific behaviours and measures, in particular to avoid corruption and the appearance thereof. A mandatory compliance training is conducted once a year on a web-based platform with variable points of fo- cus. The 2023 training was focused on dealing with business partners. In addition to being available in English and German, the training was also available in Dutch. The latter ensures us that people not only do the training, but also understand it better.
The RWE Group supports its employees in notifying their superiors and/or the Compliance department of potential breaches of our Code of Conduct and other non-compliant behaviour. In addition, all employees have access to a web-basedwhistle-blower system. With the option of remaining anonymous, whistle-blowers can use this system to report inci- dents, e. g. violations of our Code of Conduct, white-collar offences and actions that harm the company. Furthermore, our staff members as well as external third parties can get in touch with an independent external contact via phone or e-mail. We treat the reports received confidentially and, if so desired, anonymously. During 2023 no issues related to the company have been reported via the internal web-basedwhistle-blower system and/or the independent external contact.
All managers are obliged to report on the implementation of the RWE Code of Conduct within their sphere of responsibility once a year ("Compliance Executive Reporting"). This measure shall create transparency in respect of the adherence to the RWE Code of Conduct and to provide an overview of Compliance awareness at the company. The feedback rate of the Compliance Executive Reporting serves as an indicator of attention to Compliance. In 2023 a feedback rate of 100 % was achieved.
The reference to the RWE Code of Conduct is a binding element of contracts the company signs with suppliers and service providers. We expect them to uphold the rules and principles contained in the RWE Code of Conduct and, in particular, to declare their support and enactment of the principles established in the Global Compact Initiative of the United Nations in the areas of human rights, labour standards, environmental protection, and the fight against corruption (www.unglobalcompact.org). We re-examine our business relations with external
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parties whenever we get knowledge that they have violated these principles and take any appropriate measures that we deem necessary. When choosing consultants and agents, we focus especially on their qualifications and integrity.
Significant risks and uncertainties
Strategic risks
The strategic risks that the company is exposed to are not materially different from the risks and instruments RWE AG is exposed to. As a financial holding entity, the Company leverages on the monitoring and management of the local operating companies performed by RWE AG as the parent company of the Company.
Operational risks
The operations of the company are limited to managing its financing of RWE subsidiaries. Operational risks such as significant changes in the organizational structure, fraud and bribery cases, if any, will typically occur at the level of RWE AG's operating units and will only impact the Company indirectly. These operational risks are managed at RWE AG level for the Company.
Risk of non-compliance with laws and regulations
The risk of non-compliance with legal, regulatory and political environments is considered limited given that the Company's activities are limited to managing its financing of RWE sub- sidiaries. The only potential exposures are legal transactions that involve external (non-RWE AG) parties and tax compliance risk. These risks are sufficiently mitigated by involving the legal, compliance and tax department and, where deemed necessary, external legal advi- sors.
Financial reporting risk
RWE AG and its subsidiaries have implemented a financial reporting framework which includes various controls and other safety measures to mitigate the financial reporting risk. In order to reduce this financial reporting risk, management applies RWE AG accounting guidance and working practices, involves the RWE AG accounting principles department and involves valuation experts where deemed necessary.
Financial risks
The Company faces several financial risks, which are discussed in more detail below.
Foreign currency risks
The company is currently not exposed to any foreign currency risks.
Interest rate risk and cash flow risk
The Company has interest rate risk regarding the current interest-bearing liabilities. With respect to liabilities with variable interest agreements, the Company has risks regarding future cash flows. No financial derivatives for interest rate risk are contracted with regard to the receivables and liabilities.
Credit risk
In the field of finance, the company primarily has credit relationship with RWE AG. RWE AG, based on the current rating, can obtain funding from external parties.
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Liquidity risk
Within the RWE AG group all companies can make use of the cash pool arrangements with RWE AG reducing any liquidity risk to nil.
Business outlook 2024
The Company plans to develop its activities as a financing company, which entails issuing bonds and optimizing the finance positions of RWE group companies. With a positive equity of 10 million EURO and access to the cash pool of RWE AG the company has sufficient funds to meet its liabilities for the next 12 months.
Geertruidenberg, 12 April 2024
The Board of Directors of RWE Finance Europe B.V.
Mr. S. Tulp | Mr. I. Piëtte |
Managing director | Managing director |
Mr. J. Silvanus
Managing director
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Financial Statements
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Balance Sheet as at December 31, 2023 Assets
(before proposed appropriation of the result)
Assets | 31-dec-23 |
In 1,000 EURO | Note1 |
Current assets | ||
Receivable from shareholder | (4.1) | 10,000 |
Deferred tax assets | (4.4) | 1 |
10,001 | ||
Total assets | 10,001 |
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Balance Sheet as at December 31, 2023, Equity and Liabilities
(before proposed appropriation of the result)
Equity and liabilities | 31-dec-23 | |
In 1,000 EURO | Note1 | |
Equity | ||
Share capital | - | |
Share premium reserve | 10,000 | |
Result for the year | (4) | |
9,996 | ||
Current liabilities | ||
Liabilities to other RWE Companies | (4.2) | 5 |
5 | ||
Total equity and liabilities | 10,001 |
- notes are integral part of this report
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Total comprehensive income statement for the period 6 September 2023 until 31 December 2023
In 1,000 EURO | September 6 - December 31, | |
note1 | 2023 | |
Other operating expenses | (4.3) | (5) |
Total operating expenses | (5) | |
Operating result | (5) | |
Net financial result | (4.3) | - |
Result before tax | (5) | |
Taxes on result | (4.4) | 1 |
Total net loss for the period | (4) | |
Other comprehensive income | - | |
Total comprehensive loss | (4) |
- notes are an integral part of the report
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Attachments
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Disclaimer
RWE AG published this content on 23 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 April 2024 17:56:41 UTC.