Consolidated statement of changes in equity

Year ended 31 December 2014

Note Equity attributable to the equity holders of the parent Non-controlling interests Total equity
Issued capital Reserve capital Revaluation reserve from valuation of hedging instruments Foreign exchange differences from translation of foreign entities Retained earnings / (Accumulated losses) Total
As at 1 January 2014   8 762 747 9 037 699 (126 651) (1 631) (344 999) 17 327 165 466 334 17 793 499
Profit for the period 1 180 893 1 180 893 4 667 1 185 560
Other comprehensive income (16 368) 245 (273 891) (290 014) (370) (290 384)
Total comprehensive income for the year   (16 368) 245 907 002 890 879 4 297 895 176
Appropriation of prior year profits 31.3

31.3. Reserve capital

In the year ended 31 December 2014, the reserve capital was increased by PLN 1 355 987 thousand. Pursuant to a resolution of the Ordinary General Shareholders’ Meeting of 15 May 2014 on distribution of profit for 2013, the amount in question was allocated to reserve capital.
1 355 987 (1 355 987)
Dividends 31.6

31.6. Non-controlling interest

Year ended

31 December 2014

Year ended

31 December 2013

At the beginning of period 466 334 493 339
Dividends paid by subsidiaries (1 163) (8 328)
Share in actuarial gains/(losses) related to provisions for

post-employment benefits

(370) 2 683
Acquisition of non-controlling interests by the Group (407 596) (55 772)
Mandatory squeeze-out (32 567) (2 083)
Share in subsidiaries’ net profit or loss 4 667 38 167
Change in non-controlling interests due to mergers 811 (1 672)
At the end of period 30 116 466 334
, 33

33. Dividends paid and proposed

Year ended 31 December 2014 Year ended 31 December 2013
Dividends paid in the period
Dividends paid throughout the year by subsidiaries (1 233) (8 047)
Final dividends paid by the parent (332 984) (350 510)
Total dividends (334 217) (358 557)
  By the date of approval of these consolidated financial statements for publication, no decision had been taken concerning dividend payment from profit for 2014 for the Parent. Dividend payment restrictions are described in Note 31.4 to these consolidated financial statements. On 15 May 2014, the Ordinary General Shareholders’ Meeting of the Company adopted a resolution to allocate PLN 332 984 thousand to dividend payment to the Company’s shareholders (PLN 0.19 per share). The dividend was paid out from the net profit generated by the Company in 2013, which amounted to PLN 1 688 972 thousand. The record date was set at 14 August 2014 and the payment date at 4 September 2014. On 16 May 2013, the Ordinary General Shareholders’ Meeting adopted a resolution to allocate PLN 350 510 thousand to dividend payment to the Company’s shareholders (PLN 0.20 per share). The dividend was paid out from the net profit generated by the Company in 2012, which amounted to PLN 1 435 188 thousand. The record date was set at 3 June 2013 and the payment date at 18 June 2013. Dividend per share paid out by the Parent for individual years was the following:  
Year ended

31 December 2014

Year ended

31 December 2013

Dividend paid per share (PLN) 0,19 0,20
   
(332 984) (332 984) (1 163) (334 147)
Mandatory squeeze-out 31.6

31.6. Non-controlling interest

Year ended

31 December 2014

Year ended

31 December 2013

At the beginning of period 466 334 493 339
Dividends paid by subsidiaries (1 163) (8 328)
Share in actuarial gains/(losses) related to provisions for

post-employment benefits

(370) 2 683
Acquisition of non-controlling interests by the Group (407 596) (55 772)
Mandatory squeeze-out (32 567) (2 083)
Share in subsidiaries’ net profit or loss 4 667 38 167
Change in non-controlling interests due to mergers 811 (1 672)
At the end of period 30 116 466 334
,
34

34. Acquisition of non-controlling interest and organizational changes

Acquisition of non-controlling interests
  • Purchase of shares in TAURON Wydobycie S.A.
On 10 December 2013, an agreement concerning acquisition of 16 730 525 registered shares in TAURON Wydobycie S.A. by TAURON Polska Energia S.A. from Kompania Węglowa S.A. was signed. The shares in question represent 47.52% of the entity’s issued capital and give 31.99% of the total voting rights at the General Shareholders’ Meeting. The total acquisition price was PLN 310 000 thousand. PLN 232 500 thousand was paid on the day of concluding the agreement, while PLN 77 500 thousand – on 22 January 2014 after the conditions precedent for transferring the ownership of shares in TAURON Wydobycie S.A. were fulfilled. In the same day the title to shares in TAURON Wydobycie S.A. held by Kompania Węglowa S.A. was transferred onto the Company. Under the agreement TAURON Polska Energia S.A. held 100% of shares in TAURON Wydobycie S.A., which gave 100% of votes at the entity’s General Shareholders’ Meeting, where 47.52% of shares representing 31.99% of votes were held by TAURON Polska Energia S.A. directly and the remaining 52.48% of shares representing 68.01% of votes at the General Shareholders’ Meeting of TAURON Wydobycie S.A. were at the Company’s disposal under the agreement on the use of shares in TAURON Wydobycie S.A., held by TAURON Wytwarzanie S.A. As a result of the transaction, non-controlling interest decreased by PLN 382 545 thousand, while retained earnings grew by PLN 72 545 thousand.
  • Acquisition of non-controlling interest in TAURON Ciepło S.A. and in TAURON Wytwarzanie S.A.
Following mandatory acquisition of minority shareholders of TAURON Ciepło S.A. (before a business combination with Enpower Service Sp. z o.o.) and TAURON Wytwarzanie S.A. - TAURON Polska Energia S.A. became the sole shareholders of the entities in question. The acquisition of minority shareholders caused a decrease in the value of non-controlling interest by PLN 25 051 thousand and an increase in retained earnings by PLN 4 393 thousand. Mandatory squeeze-out As a result of the squeeze-outs of treasury shares for redemption purposes continued in the TAURON Group, the value of non-controlling interest in TAURON Wytwarzanie S.A. and TAURON Dystrybucja S.A. and TAURON Ciepło Sp. z o.o. decreased by PLN 32 567 thousand, while retained earnings increased by PLN 5 261 thousand. As at the end of the reporting period the processes were completed in TAURON Wytwarzanie S.A. and TAURON Ciepło Sp. z o.o. Consequently, TAURON Polska Energia S.A. holds 100% of the issued capitals and governing bodies of these subsidiaries. Non-controlling interests remains in TAURON Dystrybucja S.A. only. Change in non-controlling interest due to reorganization
  • Separation of TAURON Wytwarzanie S.A.
On 2 January 2014, the division of TAURON Wytwarzanie S.A. through spin-off, pursuant to Article 529.1.4 of the Code of Commercial Companies, involving a transfer of separated assets, i.e. an organized part of the enterprise, i.e. Zespół Elektrociepłowni Bielsko – Biała, to TAURON Ciepło S.A. (at present: TAURON Ciepło Sp. z o.o.), was entered into the National Court Register. As a result, the issued capital of TAURON Wytwarzanie S.A. was decreased from PLN 1 553 036 thousand to PLN 1 494 863 thousand, while the issued capital of TAURON Ciepło S.A. was increased from PLN 1 238 077 thousand to PLN 1 409 747 thousand. As a result of the separation the interests in TAURON Wytwarzanie S.A. held by TAURON Polska Energia S.A. decreased to 99.76% (in the issued capital) and 99.79% (in the total number of votes at the General Shareholders’ Meeting), while the interests in TAURON Ciepło S.A. held by TAURON Polska Energia S.A. increased to 96.57% (in the issued capital) and 97.14% (in the total number of votes at the General Shareholders’ Meeting). Consequently, the non-controlling interest increased by PLN 811 thousand and retained earnings dropped by the same amount. Reorganization changes and other events
  • Business combination under common control of TAURON Ekoenergia Sp. z o.o., MEGAWAT MARSZEWO z o.o. and BELS INVESTMENT Sp. z o.o.
On 2 January 2014, a business combination under common control of TAURON Ekoenergia Sp. z o.o. (the acquirer), MEGAWAT MARSZEWO Sp. z o.o. and BELS INVESTMENT Sp. z o.o. (the acquirees) was registered. The business combination was carried out under Article 492.1.1 of the Code of Commercial Companies through the transfer of the acquirees’ all assets onto the acquirer. The business combination has not affected the consolidated financial statements.
  • Business combination under common control of Enpower Service Sp. z o.o. and TAURON Ciepło S.A.
On 30 April 2014, a business combination under common control of Enpower Service Sp. z o.o. (the acquirer) and TAURON Ciepło S.A. (the acquiree) was registered. The business combination was carried out under Article 492.1.1 of the Code of Commercial Companies through the transfer of all assets of TAURON Ciepło S.A. to Enpower Service      Sp. z o.o. At the same time, the name of the acquirer has been changed to TAURON Ciepło Sp. z o.o. The business combination has not affected the consolidated financial statements.
  • Shares taken up in a joint venture TAMEH HOLDING Sp. z o.o.
On 11 August 2014 the TAURON Group entered into an agreement with the ArcelorMittal Group. The agreement in question states that when conditions precedent have been met the entities became shareholders in TAMEH HOLDING Sp. z o.o. which carries out investment and operational projects related to industrial power sector. The agreement was concluded for the period of 15 years with possible term extension. Pursuant to the agreement the TAURON Group contributed an organized part of an enterprise of TAURON Wytwarzanie S.A (Elektrownia Blachownia) and TAURON Ciepło Sp. z o.o. (Zakład Wytwarzania Nowa) to the joint venture, which has been discussed in detail in Note 21 to these consolidated financial statements. Following the transactions concluded, both capital groups have held 50% of shares in TAMEH HOLDING Sp. z o.o. each. TAMEH HOLDING Sp. z o.o. holds 100% of shares in the following operating companies: TAMEH POLSKA Sp. z o.o. composed of: Zakład Wytwarzania Nowa, Elektrownia Blachownia, Elektrociepłownia in Kraków (EC Kraków) and in TAMEH Czech s r.o. As a result of the transactions, the Group’s profit has increased by PLN 38 965 thousand.
  • The Company’s purchase of the remaining shares in TAURON Wydobycie S.A. and in Kopalnia Wapienia Czatkowice Sp. z o.o.
On 28 August 2014 TAURON Polska Energia S.A. acquired the remaining shares in TAURON Wydobycie S.A. and in Kopalnia Wapienia Czatkowice Sp. z o.o. from its subsidiary - TAURON Wytwarzanie S.A. Consequently, as at 31 December 2014 TAURON Polska Energia S.A. directly held 100% of shares in TAURON Wydobycie S.A. and 100% of shares in Kopalnia Wapienia Czatkowice Sp. z o.o. The event in question has not affected the consolidated financial statements.
  • Filing a liquidation bankruptcy petition for Polska Energia – Pierwsza Kompania Handlowa Sp. z o.o. in liquidation
On 27 October 2014 a liquidation bankruptcy petition concerning Polska Energia Pierwsza - Kompania Handlowa Sp. z o.o. in liquidation with the registered office in Tarnów, in which the Company holds 100% of interests in the issued capital and 100% of votes at the General Shareholders' Meeting, was filed with the 5th Business Division of the District Court in Tarnów. The petition was submitted because the company's counterparties had presented potential future claims the value of which exceeds the value of the company's assets. In its decision of 11 December 2014 the District Court in Tarnów rejected a bankruptcy petition with liquidation of assets filed by Polska Energia - Pierwsza Kompania Handlowa Sp. z o.o. in liquidation. Before that, on 2 July 2014, the Extraordinary Shareholders Meeting of Polska Energia Pierwsza Kompania Handlowa Sp. z o.o. had adopted a resolution to dissolve and liquidate the company. The decision to liquidate PE-PKH was taken for business reasons and is a part of the reorganization process. In 2014 the revenue generated by Polska Energia Pierwsza Kompania Handlowa Sp. z o.o. in liquidation represented ca. 1% of the revenue of the Capital Group.
  • Approval of a separation plan for TAURON Ekoenergia Sp. z o.o.
On 3 November 2014 a separation plan for TAURON Ekoenergia Sp. z o.o. was approved. The spin-off will be carried out under Article 529.1.4 of the Code of Commercial Companies through separating and transferring an organized part of the enterprise (wind farms) of TAURON Ekoenergia Sp. z o.o. to the acquirer - Marselwind Sp. z o.o. in return for shares of the acquirer which will be taken up by TAURON Polska Energia S.A. As at 31 December 2014 assets and liabilities of wind farms were presented in the statement of financial position as a disposal group and classified as held for sale.
  • Shares taken up in TAURON Sweden Energy AB (publ)
On 14 November 2014 TAURON Sweden Energy AB (publ) seated in Stockholm was registered. TAURON Polska Energia S.A. took up 100% of shares in the new entity, having contributed PLN 232 thousand (EUR 55 thousand) to capital.
5 261 5 261 (32 567) (27 306)
Acquisition of non-controlling interests 31.6

31.6. Non-controlling interest

Year ended

31 December 2014

Year ended

31 December 2013

At the beginning of period 466 334 493 339
Dividends paid by subsidiaries (1 163) (8 328)
Share in actuarial gains/(losses) related to provisions for

post-employment benefits

(370) 2 683
Acquisition of non-controlling interests by the Group (407 596) (55 772)
Mandatory squeeze-out (32 567) (2 083)
Share in subsidiaries’ net profit or loss 4 667 38 167
Change in non-controlling interests due to mergers 811 (1 672)
At the end of period 30 116 466 334
,
34

34. Acquisition of non-controlling interest and organizational changes

Acquisition of non-controlling interests
  • Purchase of shares in TAURON Wydobycie S.A.
On 10 December 2013, an agreement concerning acquisition of 16 730 525 registered shares in TAURON Wydobycie S.A. by TAURON Polska Energia S.A. from Kompania Węglowa S.A. was signed. The shares in question represent 47.52% of the entity’s issued capital and give 31.99% of the total voting rights at the General Shareholders’ Meeting. The total acquisition price was PLN 310 000 thousand. PLN 232 500 thousand was paid on the day of concluding the agreement, while PLN 77 500 thousand – on 22 January 2014 after the conditions precedent for transferring the ownership of shares in TAURON Wydobycie S.A. were fulfilled. In the same day the title to shares in TAURON Wydobycie S.A. held by Kompania Węglowa S.A. was transferred onto the Company. Under the agreement TAURON Polska Energia S.A. held 100% of shares in TAURON Wydobycie S.A., which gave 100% of votes at the entity’s General Shareholders’ Meeting, where 47.52% of shares representing 31.99% of votes were held by TAURON Polska Energia S.A. directly and the remaining 52.48% of shares representing 68.01% of votes at the General Shareholders’ Meeting of TAURON Wydobycie S.A. were at the Company’s disposal under the agreement on the use of shares in TAURON Wydobycie S.A., held by TAURON Wytwarzanie S.A. As a result of the transaction, non-controlling interest decreased by PLN 382 545 thousand, while retained earnings grew by PLN 72 545 thousand.
  • Acquisition of non-controlling interest in TAURON Ciepło S.A. and in TAURON Wytwarzanie S.A.
Following mandatory acquisition of minority shareholders of TAURON Ciepło S.A. (before a business combination with Enpower Service Sp. z o.o.) and TAURON Wytwarzanie S.A. - TAURON Polska Energia S.A. became the sole shareholders of the entities in question. The acquisition of minority shareholders caused a decrease in the value of non-controlling interest by PLN 25 051 thousand and an increase in retained earnings by PLN 4 393 thousand. Mandatory squeeze-out As a result of the squeeze-outs of treasury shares for redemption purposes continued in the TAURON Group, the value of non-controlling interest in TAURON Wytwarzanie S.A. and TAURON Dystrybucja S.A. and TAURON Ciepło Sp. z o.o. decreased by PLN 32 567 thousand, while retained earnings increased by PLN 5 261 thousand. As at the end of the reporting period the processes were completed in TAURON Wytwarzanie S.A. and TAURON Ciepło Sp. z o.o. Consequently, TAURON Polska Energia S.A. holds 100% of the issued capitals and governing bodies of these subsidiaries. Non-controlling interests remains in TAURON Dystrybucja S.A. only. Change in non-controlling interest due to reorganization
  • Separation of TAURON Wytwarzanie S.A.
On 2 January 2014, the division of TAURON Wytwarzanie S.A. through spin-off, pursuant to Article 529.1.4 of the Code of Commercial Companies, involving a transfer of separated assets, i.e. an organized part of the enterprise, i.e. Zespół Elektrociepłowni Bielsko – Biała, to TAURON Ciepło S.A. (at present: TAURON Ciepło Sp. z o.o.), was entered into the National Court Register. As a result, the issued capital of TAURON Wytwarzanie S.A. was decreased from PLN 1 553 036 thousand to PLN 1 494 863 thousand, while the issued capital of TAURON Ciepło S.A. was increased from PLN 1 238 077 thousand to PLN 1 409 747 thousand. As a result of the separation the interests in TAURON Wytwarzanie S.A. held by TAURON Polska Energia S.A. decreased to 99.76% (in the issued capital) and 99.79% (in the total number of votes at the General Shareholders’ Meeting), while the interests in TAURON Ciepło S.A. held by TAURON Polska Energia S.A. increased to 96.57% (in the issued capital) and 97.14% (in the total number of votes at the General Shareholders’ Meeting). Consequently, the non-controlling interest increased by PLN 811 thousand and retained earnings dropped by the same amount. Reorganization changes and other events
  • Business combination under common control of TAURON Ekoenergia Sp. z o.o., MEGAWAT MARSZEWO z o.o. and BELS INVESTMENT Sp. z o.o.
On 2 January 2014, a business combination under common control of TAURON Ekoenergia Sp. z o.o. (the acquirer), MEGAWAT MARSZEWO Sp. z o.o. and BELS INVESTMENT Sp. z o.o. (the acquirees) was registered. The business combination was carried out under Article 492.1.1 of the Code of Commercial Companies through the transfer of the acquirees’ all assets onto the acquirer. The business combination has not affected the consolidated financial statements.
  • Business combination under common control of Enpower Service Sp. z o.o. and TAURON Ciepło S.A.
On 30 April 2014, a business combination under common control of Enpower Service Sp. z o.o. (the acquirer) and TAURON Ciepło S.A. (the acquiree) was registered. The business combination was carried out under Article 492.1.1 of the Code of Commercial Companies through the transfer of all assets of TAURON Ciepło S.A. to Enpower Service      Sp. z o.o. At the same time, the name of the acquirer has been changed to TAURON Ciepło Sp. z o.o. The business combination has not affected the consolidated financial statements.
  • Shares taken up in a joint venture TAMEH HOLDING Sp. z o.o.
On 11 August 2014 the TAURON Group entered into an agreement with the ArcelorMittal Group. The agreement in question states that when conditions precedent have been met the entities became shareholders in TAMEH HOLDING Sp. z o.o. which carries out investment and operational projects related to industrial power sector. The agreement was concluded for the period of 15 years with possible term extension. Pursuant to the agreement the TAURON Group contributed an organized part of an enterprise of TAURON Wytwarzanie S.A (Elektrownia Blachownia) and TAURON Ciepło Sp. z o.o. (Zakład Wytwarzania Nowa) to the joint venture, which has been discussed in detail in Note 21 to these consolidated financial statements. Following the transactions concluded, both capital groups have held 50% of shares in TAMEH HOLDING Sp. z o.o. each. TAMEH HOLDING Sp. z o.o. holds 100% of shares in the following operating companies: TAMEH POLSKA Sp. z o.o. composed of: Zakład Wytwarzania Nowa, Elektrownia Blachownia, Elektrociepłownia in Kraków (EC Kraków) and in TAMEH Czech s r.o. As a result of the transactions, the Group’s profit has increased by PLN 38 965 thousand.
  • The Company’s purchase of the remaining shares in TAURON Wydobycie S.A. and in Kopalnia Wapienia Czatkowice Sp. z o.o.
On 28 August 2014 TAURON Polska Energia S.A. acquired the remaining shares in TAURON Wydobycie S.A. and in Kopalnia Wapienia Czatkowice Sp. z o.o. from its subsidiary - TAURON Wytwarzanie S.A. Consequently, as at 31 December 2014 TAURON Polska Energia S.A. directly held 100% of shares in TAURON Wydobycie S.A. and 100% of shares in Kopalnia Wapienia Czatkowice Sp. z o.o. The event in question has not affected the consolidated financial statements.
  • Filing a liquidation bankruptcy petition for Polska Energia – Pierwsza Kompania Handlowa Sp. z o.o. in liquidation
On 27 October 2014 a liquidation bankruptcy petition concerning Polska Energia Pierwsza - Kompania Handlowa Sp. z o.o. in liquidation with the registered office in Tarnów, in which the Company holds 100% of interests in the issued capital and 100% of votes at the General Shareholders' Meeting, was filed with the 5th Business Division of the District Court in Tarnów. The petition was submitted because the company's counterparties had presented potential future claims the value of which exceeds the value of the company's assets. In its decision of 11 December 2014 the District Court in Tarnów rejected a bankruptcy petition with liquidation of assets filed by Polska Energia - Pierwsza Kompania Handlowa Sp. z o.o. in liquidation. Before that, on 2 July 2014, the Extraordinary Shareholders Meeting of Polska Energia Pierwsza Kompania Handlowa Sp. z o.o. had adopted a resolution to dissolve and liquidate the company. The decision to liquidate PE-PKH was taken for business reasons and is a part of the reorganization process. In 2014 the revenue generated by Polska Energia Pierwsza Kompania Handlowa Sp. z o.o. in liquidation represented ca. 1% of the revenue of the Capital Group.
  • Approval of a separation plan for TAURON Ekoenergia Sp. z o.o.
On 3 November 2014 a separation plan for TAURON Ekoenergia Sp. z o.o. was approved. The spin-off will be carried out under Article 529.1.4 of the Code of Commercial Companies through separating and transferring an organized part of the enterprise (wind farms) of TAURON Ekoenergia Sp. z o.o. to the acquirer - Marselwind Sp. z o.o. in return for shares of the acquirer which will be taken up by TAURON Polska Energia S.A. As at 31 December 2014 assets and liabilities of wind farms were presented in the statement of financial position as a disposal group and classified as held for sale.
  • Shares taken up in TAURON Sweden Energy AB (publ)
On 14 November 2014 TAURON Sweden Energy AB (publ) seated in Stockholm was registered. TAURON Polska Energia S.A. took up 100% of shares in the new entity, having contributed PLN 232 thousand (EUR 55 thousand) to capital.
76 938 76 938 (407 596) (330 658)
Change in non-controlling interests due to mergers 31.6

31.6. Non-controlling interest

Year ended

31 December 2014

Year ended

31 December 2013

At the beginning of period 466 334 493 339
Dividends paid by subsidiaries (1 163) (8 328)
Share in actuarial gains/(losses) related to provisions for

post-employment benefits

(370) 2 683
Acquisition of non-controlling interests by the Group (407 596) (55 772)
Mandatory squeeze-out (32 567) (2 083)
Share in subsidiaries’ net profit or loss 4 667 38 167
Change in non-controlling interests due to mergers 811 (1 672)
At the end of period 30 116 466 334
,
34

34. Acquisition of non-controlling interest and organizational changes

Acquisition of non-controlling interests
  • Purchase of shares in TAURON Wydobycie S.A.
On 10 December 2013, an agreement concerning acquisition of 16 730 525 registered shares in TAURON Wydobycie S.A. by TAURON Polska Energia S.A. from Kompania Węglowa S.A. was signed. The shares in question represent 47.52% of the entity’s issued capital and give 31.99% of the total voting rights at the General Shareholders’ Meeting. The total acquisition price was PLN 310 000 thousand. PLN 232 500 thousand was paid on the day of concluding the agreement, while PLN 77 500 thousand – on 22 January 2014 after the conditions precedent for transferring the ownership of shares in TAURON Wydobycie S.A. were fulfilled. In the same day the title to shares in TAURON Wydobycie S.A. held by Kompania Węglowa S.A. was transferred onto the Company. Under the agreement TAURON Polska Energia S.A. held 100% of shares in TAURON Wydobycie S.A., which gave 100% of votes at the entity’s General Shareholders’ Meeting, where 47.52% of shares representing 31.99% of votes were held by TAURON Polska Energia S.A. directly and the remaining 52.48% of shares representing 68.01% of votes at the General Shareholders’ Meeting of TAURON Wydobycie S.A. were at the Company’s disposal under the agreement on the use of shares in TAURON Wydobycie S.A., held by TAURON Wytwarzanie S.A. As a result of the transaction, non-controlling interest decreased by PLN 382 545 thousand, while retained earnings grew by PLN 72 545 thousand.
  • Acquisition of non-controlling interest in TAURON Ciepło S.A. and in TAURON Wytwarzanie S.A.
Following mandatory acquisition of minority shareholders of TAURON Ciepło S.A. (before a business combination with Enpower Service Sp. z o.o.) and TAURON Wytwarzanie S.A. - TAURON Polska Energia S.A. became the sole shareholders of the entities in question. The acquisition of minority shareholders caused a decrease in the value of non-controlling interest by PLN 25 051 thousand and an increase in retained earnings by PLN 4 393 thousand. Mandatory squeeze-out As a result of the squeeze-outs of treasury shares for redemption purposes continued in the TAURON Group, the value of non-controlling interest in TAURON Wytwarzanie S.A. and TAURON Dystrybucja S.A. and TAURON Ciepło Sp. z o.o. decreased by PLN 32 567 thousand, while retained earnings increased by PLN 5 261 thousand. As at the end of the reporting period the processes were completed in TAURON Wytwarzanie S.A. and TAURON Ciepło Sp. z o.o. Consequently, TAURON Polska Energia S.A. holds 100% of the issued capitals and governing bodies of these subsidiaries. Non-controlling interests remains in TAURON Dystrybucja S.A. only. Change in non-controlling interest due to reorganization
  • Separation of TAURON Wytwarzanie S.A.
On 2 January 2014, the division of TAURON Wytwarzanie S.A. through spin-off, pursuant to Article 529.1.4 of the Code of Commercial Companies, involving a transfer of separated assets, i.e. an organized part of the enterprise, i.e. Zespół Elektrociepłowni Bielsko – Biała, to TAURON Ciepło S.A. (at present: TAURON Ciepło Sp. z o.o.), was entered into the National Court Register. As a result, the issued capital of TAURON Wytwarzanie S.A. was decreased from PLN 1 553 036 thousand to PLN 1 494 863 thousand, while the issued capital of TAURON Ciepło S.A. was increased from PLN 1 238 077 thousand to PLN 1 409 747 thousand. As a result of the separation the interests in TAURON Wytwarzanie S.A. held by TAURON Polska Energia S.A. decreased to 99.76% (in the issued capital) and 99.79% (in the total number of votes at the General Shareholders’ Meeting), while the interests in TAURON Ciepło S.A. held by TAURON Polska Energia S.A. increased to 96.57% (in the issued capital) and 97.14% (in the total number of votes at the General Shareholders’ Meeting). Consequently, the non-controlling interest increased by PLN 811 thousand and retained earnings dropped by the same amount. Reorganization changes and other events
  • Business combination under common control of TAURON Ekoenergia Sp. z o.o., MEGAWAT MARSZEWO z o.o. and BELS INVESTMENT Sp. z o.o.
On 2 January 2014, a business combination under common control of TAURON Ekoenergia Sp. z o.o. (the acquirer), MEGAWAT MARSZEWO Sp. z o.o. and BELS INVESTMENT Sp. z o.o. (the acquirees) was registered. The business combination was carried out under Article 492.1.1 of the Code of Commercial Companies through the transfer of the acquirees’ all assets onto the acquirer. The business combination has not affected the consolidated financial statements.
  • Business combination under common control of Enpower Service Sp. z o.o. and TAURON Ciepło S.A.
On 30 April 2014, a business combination under common control of Enpower Service Sp. z o.o. (the acquirer) and TAURON Ciepło S.A. (the acquiree) was registered. The business combination was carried out under Article 492.1.1 of the Code of Commercial Companies through the transfer of all assets of TAURON Ciepło S.A. to Enpower Service      Sp. z o.o. At the same time, the name of the acquirer has been changed to TAURON Ciepło Sp. z o.o. The business combination has not affected the consolidated financial statements.
  • Shares taken up in a joint venture TAMEH HOLDING Sp. z o.o.
On 11 August 2014 the TAURON Group entered into an agreement with the ArcelorMittal Group. The agreement in question states that when conditions precedent have been met the entities became shareholders in TAMEH HOLDING Sp. z o.o. which carries out investment and operational projects related to industrial power sector. The agreement was concluded for the period of 15 years with possible term extension. Pursuant to the agreement the TAURON Group contributed an organized part of an enterprise of TAURON Wytwarzanie S.A (Elektrownia Blachownia) and TAURON Ciepło Sp. z o.o. (Zakład Wytwarzania Nowa) to the joint venture, which has been discussed in detail in Note 21 to these consolidated financial statements. Following the transactions concluded, both capital groups have held 50% of shares in TAMEH HOLDING Sp. z o.o. each. TAMEH HOLDING Sp. z o.o. holds 100% of shares in the following operating companies: TAMEH POLSKA Sp. z o.o. composed of: Zakład Wytwarzania Nowa, Elektrownia Blachownia, Elektrociepłownia in Kraków (EC Kraków) and in TAMEH Czech s r.o. As a result of the transactions, the Group’s profit has increased by PLN 38 965 thousand.
  • The Company’s purchase of the remaining shares in TAURON Wydobycie S.A. and in Kopalnia Wapienia Czatkowice Sp. z o.o.
On 28 August 2014 TAURON Polska Energia S.A. acquired the remaining shares in TAURON Wydobycie S.A. and in Kopalnia Wapienia Czatkowice Sp. z o.o. from its subsidiary - TAURON Wytwarzanie S.A. Consequently, as at 31 December 2014 TAURON Polska Energia S.A. directly held 100% of shares in TAURON Wydobycie S.A. and 100% of shares in Kopalnia Wapienia Czatkowice Sp. z o.o. The event in question has not affected the consolidated financial statements.
  • Filing a liquidation bankruptcy petition for Polska Energia – Pierwsza Kompania Handlowa Sp. z o.o. in liquidation
On 27 October 2014 a liquidation bankruptcy petition concerning Polska Energia Pierwsza - Kompania Handlowa Sp. z o.o. in liquidation with the registered office in Tarnów, in which the Company holds 100% of interests in the issued capital and 100% of votes at the General Shareholders' Meeting, was filed with the 5th Business Division of the District Court in Tarnów. The petition was submitted because the company's counterparties had presented potential future claims the value of which exceeds the value of the company's assets. In its decision of 11 December 2014 the District Court in Tarnów rejected a bankruptcy petition with liquidation of assets filed by Polska Energia - Pierwsza Kompania Handlowa Sp. z o.o. in liquidation. Before that, on 2 July 2014, the Extraordinary Shareholders Meeting of Polska Energia Pierwsza Kompania Handlowa Sp. z o.o. had adopted a resolution to dissolve and liquidate the company. The decision to liquidate PE-PKH was taken for business reasons and is a part of the reorganization process. In 2014 the revenue generated by Polska Energia Pierwsza Kompania Handlowa Sp. z o.o. in liquidation represented ca. 1% of the revenue of the Capital Group.
  • Approval of a separation plan for TAURON Ekoenergia Sp. z o.o.
On 3 November 2014 a separation plan for TAURON Ekoenergia Sp. z o.o. was approved. The spin-off will be carried out under Article 529.1.4 of the Code of Commercial Companies through separating and transferring an organized part of the enterprise (wind farms) of TAURON Ekoenergia Sp. z o.o. to the acquirer - Marselwind Sp. z o.o. in return for shares of the acquirer which will be taken up by TAURON Polska Energia S.A. As at 31 December 2014 assets and liabilities of wind farms were presented in the statement of financial position as a disposal group and classified as held for sale.
  • Shares taken up in TAURON Sweden Energy AB (publ)
On 14 November 2014 TAURON Sweden Energy AB (publ) seated in Stockholm was registered. TAURON Polska Energia S.A. took up 100% of shares in the new entity, having contributed PLN 232 thousand (EUR 55 thousand) to capital.
(811) (811) 811
As at 31 December 2014   8 762 747 10 393 686 (143 019) (1 386) (1 045 580) 17 966 448 30 116 17 996 564

 

Year ended 31 December 2013

 Note Equity attributable to the equity holders of the parent Non-controlling interests Total equity
Issued capital Reserve capital Revaluation reserve from valuation of hedging instruments Foreign exchange differences from translation of foreign entities Retained earnings / (Accumulated losses) Total
As at 1 January 2014   8 762 747 7 953 021 (153 703) (370) (255 014) 16 306 681 493 339 16 800 020
Profit for the period 1 308 318 1 308 318 38 167 1 346 485
Other comprehensive income 27 052 (1 261) 15 014 40 805 2 683 43 488
Total comprehensive income for the year   27 052 (1 261) 1 323 332 1 349 123 40 850 1 389 973
Appropriation of prior year profits 1 084 678 (1 084 678)
Dividends 31.6

31.6. Non-controlling interest

Year ended

31 December 2014

Year ended

31 December 2013

At the beginning of period 466 334 493 339
Dividends paid by subsidiaries (1 163) (8 328)
Share in actuarial gains/(losses) related to provisions for

post-employment benefits

(370) 2 683
Acquisition of non-controlling interests by the Group (407 596) (55 772)
Mandatory squeeze-out (32 567) (2 083)
Share in subsidiaries’ net profit or loss 4 667 38 167
Change in non-controlling interests due to mergers 811 (1 672)
At the end of period 30 116 466 334
,
33

33. Dividends paid and proposed

Year ended 31 December 2014 Year ended 31 December 2013
Dividends paid in the period
Dividends paid throughout the year by subsidiaries (1 233) (8 047)
Final dividends paid by the parent (332 984) (350 510)
Total dividends (334 217) (358 557)
  By the date of approval of these consolidated financial statements for publication, no decision had been taken concerning dividend payment from profit for 2014 for the Parent. Dividend payment restrictions are described in Note 31.4 to these consolidated financial statements. On 15 May 2014, the Ordinary General Shareholders’ Meeting of the Company adopted a resolution to allocate PLN 332 984 thousand to dividend payment to the Company’s shareholders (PLN 0.19 per share). The dividend was paid out from the net profit generated by the Company in 2013, which amounted to PLN 1 688 972 thousand. The record date was set at 14 August 2014 and the payment date at 4 September 2014. On 16 May 2013, the Ordinary General Shareholders’ Meeting adopted a resolution to allocate PLN 350 510 thousand to dividend payment to the Company’s shareholders (PLN 0.20 per share). The dividend was paid out from the net profit generated by the Company in 2012, which amounted to PLN 1 435 188 thousand. The record date was set at 3 June 2013 and the payment date at 18 June 2013. Dividend per share paid out by the Parent for individual years was the following:  
Year ended

31 December 2014

Year ended

31 December 2013

Dividend paid per share (PLN) 0,19 0,20
   
(350 510) (350 510) (8 328) (358 838)
Mandatory squeeze-out 31.6

31.6. Non-controlling interest

Year ended

31 December 2014

Year ended

31 December 2013

At the beginning of period 466 334 493 339
Dividends paid by subsidiaries (1 163) (8 328)
Share in actuarial gains/(losses) related to provisions for

post-employment benefits

(370) 2 683
Acquisition of non-controlling interests by the Group (407 596) (55 772)
Mandatory squeeze-out (32 567) (2 083)
Share in subsidiaries’ net profit or loss 4 667 38 167
Change in non-controlling interests due to mergers 811 (1 672)
At the end of period 30 116 466 334
71 71 (2 083) (2 012)
Acquisition of non-controlling interests 31.6

31.6. Non-controlling interest

Year ended

31 December 2014

Year ended

31 December 2013

At the beginning of period 466 334 493 339
Dividends paid by subsidiaries (1 163) (8 328)
Share in actuarial gains/(losses) related to provisions for

post-employment benefits

(370) 2 683
Acquisition of non-controlling interests by the Group (407 596) (55 772)
Mandatory squeeze-out (32 567) (2 083)
Share in subsidiaries’ net profit or loss 4 667 38 167
Change in non-controlling interests due to mergers 811 (1 672)
At the end of period 30 116 466 334
20 772 20 772 (55 772) (35 000)
Change in non-controlling interests due to mergers 31.6

31.6. Non-controlling interest

Year ended

31 December 2014

Year ended

31 December 2013

At the beginning of period 466 334 493 339
Dividends paid by subsidiaries (1 163) (8 328)
Share in actuarial gains/(losses) related to provisions for

post-employment benefits

(370) 2 683
Acquisition of non-controlling interests by the Group (407 596) (55 772)
Mandatory squeeze-out (32 567) (2 083)
Share in subsidiaries’ net profit or loss 4 667 38 167
Change in non-controlling interests due to mergers 811 (1 672)
At the end of period 30 116 466 334
1 672 1 672 (1 672)
Settlement of PKE Broker Sp. z o.o. merger 31.6

31.6. Non-controlling interest

Year ended

31 December 2014

Year ended

31 December 2013

At the beginning of period 466 334 493 339
Dividends paid by subsidiaries (1 163) (8 328)
Share in actuarial gains/(losses) related to provisions for

post-employment benefits

(370) 2 683
Acquisition of non-controlling interests by the Group (407 596) (55 772)
Mandatory squeeze-out (32 567) (2 083)
Share in subsidiaries’ net profit or loss 4 667 38 167
Change in non-controlling interests due to mergers 811 (1 672)
At the end of period 30 116 466 334
(644) (644) (644)
As at 31 December 2013   8 762 747 9 037 699 (126 651) (1 631) (344 999) 17 327 165 466 334 17 793 499
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