05-0208 finasucre-int gb...sales department – marketing : chaussée de saint job 12 be-1180...

A n n u a lr e p o r t

2 0 0 42 0 0 5

Société Financière des SucresS o c i é t é A n o n y m eN° d’entreprise 0403219201 - RPM BRUXELLES

avenue Herrmann-Debroux 40-42B E - 1 1 6 0 B R U S S E L S - B E LG I U MTel. +32 (0)2 661 19 11 - Fax +32 (0)2 672 02 22

W W W . F I N A S U C R E . C O M

ISCAL SUGAR s.a.Registered Offi ce

Factory in FONTENOYChaussée de la Sucrerie 1

BE-7643 Fontenoy - BelgiumTel. +32 (0)69 87 17 11Fax +32 (0)69 44 44 16

Factory in MOERBEKEOpperstraat 108

BE-9180 Moerbeke-Waas – BelgiumTel. +32 (0)9 346 85 91Fax +32 (0)9 346 90 12

Factory in VEURNEZuidburgweg 40

BE-8630 Veurne – BelgiumTel. +32 (0)58 31 01 90Fax +32 (0)58 31 43 61

Factory in BRUSSELS Rue de l’Intendant 156

BE-1080 Brussels – BelgiumTel. +32 (0)2 426 98 73Fax +32 (0)2 425 38 83

Factory in FRASNES Route d’Hacquegnies 2

BE-7911 Frasnes-lez-Buissenal - BelgiumTel. +32 (0)69 87 17 11Fax +32 (0)69 44 44 16www.iscalsugar.com

EURO STAR HOLLAND BVZuiveringweg 14

NL-8243 PZ LelystadThe Netherlands

Tel. +31 320 25 43 44 Fax +31 320 25 26 12

www.euro-star-holland.com

BUNDABERG SUGAR LIMITED 4 Gavin street - Bundaberg

Queensland 4670 – AustraliaTel. +61 (0)7 41 50 85 00 Fax +61 (0)7 41 50 85 22

www.bundysugar.com.au

BUNDABERG FOUNDRY ENGINEERS LIMITEDPerry street – Bundaberg


www.bfel.com.au

CIE SUCRIERE scarlBP 10 – Kwilu-Ngongo (Bas-Congo)

Democratic Republic of CongoContact in Belgium :

Tel. +32 (0)2 661 19 11Fax +32 (0)2 661 19 21

GROUPE SUCRIER s.a. Registered Offi ce :

Route d’Hacquegnies 2BE-7911 Frasnes-lez-Buissenal - Belgium

Location in Brussels :Avenue Herrmann-Debroux 40-42


www.groupesucrier.be

GALACTIC s.a.Sales department – Marketing :

Chaussée de Saint Job 12 BE-1180 Brussels – Belgium

Tel. +32 (0)2 332 14 00Fax +32 (0)2 332 16 11

Factory :Place d’Escanaffl es 23

BE-7760 Escanaffl es – BelgiumTel. +32 (0)69 45 49 21Fax +32 (0)69 45 49 26

www.lactic.com

Anhui BBCA & GALACTICLactic Acid Company Limited

Daging Road 73 - Bengbu233010 Anhui – ChinaTel. +86 552 49 28 716

FINASUCRE s.a.Avenue Herrmann-Debroux 40-42 • BE-1160 Brussels – Belgium

Tel. +32 (0)2 661 19 11 • Fax +32 (0)2 672 02 22www.fi nasucre.com

COMPANIES

This report is also available in French, in Dutch and on our website www.fi nasucre.comCe rapport est disponible en français, en néerlandais et sur notre site www.fi nasucre.com

Dit verslag is beschikbaar in het Frans, in het Nederlands en op onze website www.fi nasucre.com

F i n a n c i a l y e a r 2 0 0 4 / 2 0 0 5

11

Board of Directors, Statutory Auditor 2

Report of the Board of Directors

Presentation of the Finasucre Group 3

Signifi cant developments in 2004/2005 3

Consolidation chart 4

Key fi gures 5

Report on our activities 6

Consolidated fi nancial statements of the group as at 31 March 2005

Consolidated balance sheet and income statement 15

Notes and annex 20

Consolidation and accounting principles 27

Statutory auditor’s report 34

Financial statements of Finasucre s.a. as at 31 March 2005

Balance sheet and income statement 35

Notes, annex and accounting principles 38

Statutory auditor’s report 46

Appropriation account, statutory elections 47

S u m m a r y

F i n a n c i a l y e a r 2 0 0 4 / 2 0 0 5

Mr. Yves Boël Président

Mr. Olivier Lippens Managing Director

Count Guillaume d’Arschot Schoonhoven Director

Count Richard Goblet d’Alviella Director

Mrs. Claude Lippens Director

Mrs. Florence Lippens Director

Count Maurice Lippens Director

Count Paul Lippens Director

B o a r d o f D i r e c t o r s

S t a t u t o r y A u d i t o r

ERNST & YOUNG Company Auditors SCCRepresented by Mr. Vincent Etienne

2

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R e p o r t o f t h e B o a r d o f D i r e c t o r s

Ladies,Gentlemen,

It is our pleasure to report to you on our company’s activity during our 75th fi scal year, and to submit for your approval - in accordance with the law and with our Articles of Association - the company’s annual accounts, closed at 31 March 2005, as well as its consolidated accounts at the same date.

The group produces raw, direct consumption raw, white and refi ned sugar from cane and beet and markets them to industrial clients and to retail outlets in many diff erent types of packaging. It also manufactures an entire line of caramels and specialities.

It sells renewable energy in the form of electricity; alcohol and molasses; beet pulps and other products used for animal feed.

Through its Galactic subsidiary, Finasucre is a large producer of lactic acid and its derivatives resulting from the fermentation of carbohydrates.

Finasucre is also involved in the engineering and production of equipment for sugar mills.

The group has factories throughout the world: in Belgium, the Netherlands, Congo, Australia and China.

For the year ended 31 March 2005, the group recorded a turnover of € 464 million and net assets of € 355 million. The group employs 4,062 people worldwide on a permanent basis and about 6,000 people during the campaign to produce 1.349.000 tonnes of sugar.

As Finasucre is convinced of the future importance of sugar as a source of renewable energy, it plans to develop this new aspect of the business while continuing to expand current uses of natural sweeteners in all of its markets.

S i g n i f i c a n t D e v e l o p m e n t s i n 2 0 0 4 / 2 0 0 5

• Closing of the Fairymead sugar mill in Bundaberg, Australia

• Offi cial opening of the B&G’s lactic acid plant in Bengbu, China

3

P r e s e n t a t i o n o f t h e F i n a s u c r e g r o u p

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C o n s o l i d a t i o n c h a r t a s a t 3 1 M a r c h 2 0 0 5

4

F i n a n c i a l y e a r 2 0 0 4 / 2 0 0 5

K e y f i g u r e s

5

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W o r l d S u g a r M a r k e t ( r e v i e w o f t h e f i n a n c i a l y e a r 2 0 0 4 / 2 0 0 5 a n d o u t l o o k f o r 2 0 0 5 / 2 0 0 6 )

The market price improved signifi cantly during the fi nancial year, due to a global defi cit and strong forward positions taken by the funds on the back of their interest in commodities.

Consumption increased, with China becoming a structural importer. Despite another record crop in Brazil, global production declined (because of a poor Indian crop amongst other factors).

The outlook for the market appears positive. The consumption of both sugar and ethanol is increasing. Brazil’s continued expansion will be off set by drought in aff ected areas of Asia (mainly Thailand), producing little change in export availability. With fewer stocks and import demand higher, this could result in fi rmer prices.

66

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A u s t r a l i a

Queensland’s sugar production in 2004/2005 was 4.87 million tonnes (from 34,673,064 tonnes of cane), and is expected to reach 4.80 million ton-nes in 2005/2006. There was continued recovery from the poor yields of the 2000 and 2001 seasons that were aff ected by disease and drought, and average sugar content was 14.2, one of the highest overall results in the last ten years. While weather conditions have been reasonable for the 2005 crop, with rain in the north, dry conditions in other regions may result in a downward revision of crop forecasts.

Queensland’s sugar price for 2004/2005 was around AUD 255 per tonne. Throughout the year, the strength of the Australian dollar (trading between AUD/USD 0.75 – 0.80) continued to have a negative eff ect on industry profi tability. Freight rates remained high throughout the year, and are expected to peak by mid 2005 then gradually decline.

The Australian economy weakened, with annualised GDP growth recorded at 1.5%. High employment led to emerging skills shortages, and capacity constraints resulted in tighter monetary policy.

It was a landmark year for industry restructure. Progressive removal of restrictive sugar industry legislation in conjunction with Federal (AUD 444.4 million) and State (AUD 33 million) reform packages resulted in major changes to the industry. The implications of the legislative changes, in particular the removal of the Cane Production Area System and Statutory Bargaining System, will become clearer in 2005/2006. Industry sus-tainability will require continued commitment and action from all stakeholders.

The WTO Panel issued a report in October 2004 in response to the request by Australia, Thailand and Brazil to examine whether EU sugar export subsidies comply with world trade rules. The report favoured the applicants and the European Commission lodged an appeal against this judg-ment, which it lost on 28 April 2005.

The Australian Government negotiated and concluded several bilateral free trade agreements during the year, but none to date has benefi ted the Australian sugar industry.

The Australian dollar depreciated 4% in relation to the Euro, and hardened by 1.3% against the American dollar.

77

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E u r o p e

C e n t r a l A f r i c a

The European sugar market, largely determined by the EU Sugar Regulation which was introduced by the European Union in 1968, has since been amended, and remains in force till June 2006. On 14 July 2004, the European Commission submitted a proposal for a new, reformed Sugar Regulation. This proposal is based on drastic cuts in the price of sugar (- 33%), sugar beet (- 37%) and the sugar quota (- 16%). To partially compensate beet growers for loss of future income, the EC proposes that they be awarded a ‘hectare supplement’.

The appeal launched by the European Commission against the Panel’s judgment (referred to in the above Australian section) will inevitably lead to a further reduction in the sugar quota. A new proposal will be made public by June 2005 for adoption by the Parliament and member states before year end. Though the exact outcome of this complex decision-making process is still to emerge, we are anticipating a considerable fall in the prices of sugar and beet and in the quota. The European sugar industry will face a strong decline in profi tability.

On 1 July 2004, ten new members acceded to the European Union; of these, seven are sugar producers. The EU production for 2004/2005 was 19,987 million tonnes of sugar. Belgium produced 0.990 million tonnes, a slight decline compared to 1.03 million tonnes in 2003/2004. The European Commission, by making incorrect assumptions about the global production, consumption and sugar level in the new member states, created a substantial surplus of sugar within the EU. This development, together with the very low restitutions given to export sugar, led to oversup-ply and hence to a dramatic price decline.

In some member states, sugar is being sold at intervention for the fi rst time in the history of the Sugar Regime. For the next crop, a declassifi cation of minimum 1 million tonnes would be justifi ed.

The political transition in the Democratic Republic of Congo is slow, but national elections should be held during the second half of 2005. Peace in the country remains fragile, and is enforced by the UNO troops (MONUC).The government tried to stabilize the economy but was unable to achieve growth. According to the World Bank, the gross national income per inhabi-tant was 100 USD in 2003, one of the lowest in the world, before Ethiopia.

The Congolese franc remained stable until recently. Restrictive credit measures have been taken to limit its depreciation.

The institutional international banks are supporting the country but few productive investments are realized.

8

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B u n d a b e r g S u g a r ( A u s t r a l i a )

Bundaberg Sugar is the largest producer of sugar cane in Australia and a major raw sugar miller, refi ner and marketer of sugar and related products. Based in Queensland, the company’s operations include Bundaberg Foundry Engineers (BFEL), one of the country’s oldest heavy en-gineering and foundry enterprises. The Bundaberg Sugar Group employs about 820 people, as well as 450 seasonal workers for the campaign (from May to November).

Despite a strong Australian dollar, lower cane volumes and diffi cult operating conditions, fi nal results exceeded estimates, thanks to improved world prices, strict cost control measures, higher sugar content and payment of the fi rst half of the Australian Government sustainability grant (AUD 4.7 million). The second payment is expected in early 2005/2006.

Industry restructure measures had a signifi cant impact on the business during the year. As part of its Sugar Industry Reform Program (SIRP 2004), the Australian Government established an Industry Oversight Group (IOG) and six regional advisory groups (RAGs). Millers and growers had to submit detailed plans for reform as a pre-condition for receiving the second half of the sustainability grant. Bundaberg Sugar was involved in the development of plans for the Bundaberg and Far North Queensland regions.

The State Sugar Industry Reform Act 2004 provided several amendments to existing legislation, the most signifi cant being removal of the Cane Production Area (CPA) System, removal of the Statutory Bargaining System, phased changes to the Compulsory Dispute Resolution System and provisions for Exemptions from Vesting Sugar. One immediate application of these measures for Bundaberg Sugar was the loss of cane to a nei-ghbouring mill and consequent decision to close Fairymead Mill. Fairymead Mill had been in operation for 120 years, and was offi cially closed on 3 February 2005. Employees and cane were allocated to Millaquin and Bingera Mills as part of an overall rationalisation programme. The changed cane supply arrangements will also necessitate restructuring transport and harvesting arrangements for the 2005 season.

The company headquarters was moved from Brisbane to Bundaberg during the year to promote a closer integration with BFEL and the sugar operations, and the company structure was simplifi ed. Two subsidiaries were renamed to manage property matters. Following the closure of Moreton Mill in 2003/2004, the mill site was off ered for sale (contracts to be concluded early 2005/2006). In September 2004 Bundaberg Sugar entered into a joint venture with the Sunland Group Limited for the development of a company-owned 240ha site on the Sunshine Coast at Peregian. Development is subject to approval by the State Government Offi ce of Urban Management. Expressions of interest were also sought for the 5,300 ha beachfront site at Miara, just north of Bundaberg.

Several farms were acquired in Bundaberg to increase the company’s production of cane and to facilitate transport and harvesting. To harness the benefi ts of crop rotation, other crops such as peanuts and soybeans were planted on company land, with excellent yields being achieved. Bundaberg Sugar is now one of the larger peanut growers in Australia. Cattle are grazed on land unsuitable for cane. Seeking other areas for diversifi cation, the company applied for and was granted an AUD 250,000 State Government grant to prepare an ethanol distillery study for Tableland Mill, and is reviewing opportunities to increase sales of electricity from co-generation.

The BFEL subsidiary performed well during the year. Turnover grew to over AUD 30 million, with 80% of that business being exports to countries such as the USA, Mexico, Thailand, Indonesia, Papua, New Guinea, Fiji, Hawaii, Mauritius, Reunion, Ethiopia, Sudan, Guatemala, Argentina and the Democratic Republic of Congo.

9

A c t i v i t i e s o f t h e s u b s i d i a r i e s

F i n a n c i a l y e a r 2 0 0 4 / 2 0 0 5

The production of raw sugar reached 792,811 tonnes (compared to 868,000 tonnes in 2004) from a harvest of 5.767 million tonnes of cane (compared to 6,501 million in 2004). The forecast for the 2005/2006 season is 5.37 million tonnes (taking into account predicted loss of cane in the Bundaberg region).

The main items of the consolidated income statement for 2004/2005 are:

The turnover (despite the loss of production caused by the closure of the Moreton factory) and the profi tability have both improved thanks to a fi rmer sugar price. The consolidated profi t of Bundaberg Sugar Group was AUD 7,516 million.

10

F i n a n c i a l y e a r 2 0 0 4 / 2 0 0 5

11

The contribution from the sugar refi nery branch, including the speciality sugar, to its subsidiary company Iscal Sugar s.a. with eff ect from 1 October 2003, had changed the composition of the company’s asset base as at 31 March 2004.

The income statement comprised at this date the result of the sugar refi neries of Moerbeke and Frasnes during the fi rst half of the fi nancial year, whereas for the twelve months of the period under review, it is composed of charges and revenues relating to the marketing operations of the Africa unit supplying the Congo Sugar Company, management of the fi nancial holdings, cash fl ow investments and certain functions exercised for the Group and its subsidiary companies.

Groupe Sucrier closed the fi nancial year with a net profi t of € 847,614, compared with € 9,496,416 for the preceding period. An exceptional write-down of € 1,400,000 was enacted on the stake in Devolder s.a. to take account of its current equity after last year’s distribution of a dividend for the same amount.

The proposal will be put to the next General Assembly Meeting of 22 June 2005 to distribute a total gross dividend of € 2,119,278.

G r o u p e S u c r i e r s . a . ( B e l g i u m )

Iscal Sugar thus became the second largest participant in the Belgian sugar industry, with one third of the market share. Roughly 8,400 farmers supply the company with beets.

The 2004 crop year occurred under good agronomic conditions in the three factories. It las-ted 88 days on average for a production of 332,160 tons of sugar. The Fontenoy Factory expe-rienced several technical problems that required the transfer of beets towards the other sites.

I s c a l S u g a r s . a . ( B e l g i u m )

The principal elements of the crop year are mentioned below:

The teams continued to be satisfactorily integrated during the fi nancial year.

From the marketing point of view, the fi nancial year was diffi cult. The European Commission’s errors of apprecia-tion as to the year’s consumption and production, to which was added the badly prepared entry, on 1 May 2005, of ten new Member States, created a situation of serious imbalance in the sugar supply. The plethora of sugar in Europe caused a major drop in the selling price and made it diffi cult to export under ac-ceptable conditions. Consequently, we sold 20,000 tons on the intervention of the Belgian Intervention and Res-titution Bureau (BIRB). Prospects for the current fi nancial year are not encouraging.

F i n a n c i a l y e a r 2 0 0 4 / 2 0 0 5

1212

The Euro Star Holland Company (our subsidiary specialising in packing and distribution) had a year of rectifi cation, initiated by the new management team. Turnover is up and the net income is € 1.01 million. A capital increase of € 2.3 million was achieved during the fi nan-cial year.

Investments have risen to € 3.2 million, including € 0.6 million for the head offi ce facilities.

During the fi nancial year, the transfer of caramel production to Moerbeke went well; 3,800 tons were produced there.

Iscal Sugar achieved turnover of € 215.2 million.

It was decided to depreciate the acquisition goodwill of the Veurne sugar refi nery over fi ve years, i.e .€ 7.5 million per annum until 31 March 2008. The trading cash fl ow is € 46.6 million. The profi t on ordinary activities before tax is € 31.3 million. The net income after tax is € 17.6 million.

A gross dividend of € 8,305,576.98 is envisaged.

F i n a n c i a l y e a r 2 0 0 4 / 2 0 0 5

1313

Despite a diffi cult political and socio-economical situation, our subsidiary located in the province of Bas-Congo continued its improvement.

A new production record of 78,306 tonnes of sugar was achieved (compared with 73,630 tonnes in 2003), and 61,382 HL of alcohol were pro-duced (compared to 59,655 HL in 2003), of which 47.414 HL were exported to the European Union. Some 629,847 tonnes of sugar cane were harvested on a 9,826 Ha concession. This encouraging trend is the result of the eff ort, in all parts of the business, of the 2,776 employees (as at 31 December 2004).

For the fi rst time, Compagnie Sucrière was able to export 11,932 tonnes of sugar to the European Union, under the EBA quota allocated to the Democratic Republic of Congo. It is expected that a similar transaction will take place in 2005/2006.

Compagnie Sucrière closed the 2004 fi nancial accounts with a slight profi t, after several years of losses. Nevertheless, the situation remains fragile, mainly because of the operating environment and lack of fi scal security prevailing in the country.

C o m p a g n i e S u c r i è r e s c a r l ( D e m o c r a t i c R e p u b l i c o f C o n g o )

F i n a n c i a l y e a r 2 0 0 4 / 2 0 0 5

The Galactic subsidiary is a large producer of lactic acid and its derivatives. The group has three production sites. The lactic acid market grew during the year but results decreased due to an unfavourable dollar exchange rate and competitive price pressures.

A new warehouse has been inaugurated, together with a new ERP system. This will provide customers with a more effi cient logistic service.

G a l a c t i c s . a . ( B e l g i u m )

The net profi t for the year ending 31 March 2005 was€ 87.166 (compared to € 91.038 in 2003/2004), resulting from real estate income and charges.

D e v o l d e r s . a . ( B e l g i u m )

The results of our fi nancial investment subsidiary changed very little because of the fi nancial yields’ stability. The net profi t for the year ending 31 March 2005 was € 48.278 (compared to € 89.667 at the end of the previous year).

S o p a g r i s . a . [ S o c i é t é d e P a r t i c i p a t i o n s a g r o - i n d u s t r i e l l e s ] ( G r a n d - D u c h y o f L u x e m b o u r g )

The factory in China (B&G) started production as planned and sales met budget expectations.

It was decided to establish a derivatives production plant in Milwaukee to supply the American market in 2005/2006.

Brussels Biotech was merged with Galactic during the year.

1414

15

Consolidated financial accounts of the group

as at 31 March 2005

16

Consolidated balance sheet (after appropriation) as at 31 March 2005

Fixed Assets 279 666 298 330

I. Formation expenses ………………………………….…………………………………… 55 70

II. Intangible assets …………………….…………………...…………………………………… 22 714 30 419

III. Consolidation differences (positive) …………………….……………………… 6 960 9 561

IV. Tangible assets ………………………………………………...……………......……………… 237 336 246 900

A.Land and buildings ………………………………………………....……………………… 149 343 149 743

B.Plant, machinery and equipment …………………………..…………………… 82 492 91 861

C.Furniture and vehicles …………….…………………………….……………………… 2 951 3 526

D.Leasing and other similar rights …………………………..……………………… 69 222

E.Other tangible assets …………………………………………….………………...……… 331 87

F.Assets under construction and advance payments …………………… 2 149 1 462

V. Financial Assets ……………………………………………………...………………..………… 12 602 11 380

C.Other financial assets

1.Shares ……………………………………………………………….………………………… 12 332 11 169

2.Amounts receivable and cash guarantees …………………………… 270 210

Current assets 328 142 338 012

VI. Amounts receivable after one year ……………………………………………… 2 698 2 746

B.Other amounts receivable …………………………………………………………… 2 698 2 746

VII. Stocks and contracts in progress

A.Stocks ……………………………………………………………………………..………………… 101 951 99 981

1.Raw materials and consumables …………………………………………… 11 118 13 650

2.Work in progress …………………………………………..………………………..…… 15 490 9 622

3.Finished goods …………………………………………..………………….…………… 74 918 73 405

4.Goods purchased for resale ……………………………...……………………… 425 3 305

B.Contracts in progress …………………………………………………………………… 1 384 3 285

VIII. Amounts receivable within one year …………………………………………… 75 602 72 854

A.Trade debtors ………………………………………………..…………………..…………… 68 558 64 104

B.Other amounts receivable …………………………………………………………… 7 045 8 750

IX. Investments 137 631 152 878

B.Other investments ……………………………………………….………………..………… 137 631 152 878

X. Cash at bank and in hand ……………………………………………………………… 7 129 5 581

XI. Deferred charges and accrued income ……………………………………… 1 747 686

TOTAL ASSETS 607 808 636 342

A S S E T S 31-03-2005 31-03-2004

17

in 000 €

Capital and reserves 354 888 352 466

I. Capital …………………………………………………...………………………………...…………… 2 232 2 232

A.Issued capital ………………………………...………………………..……………………… 2 232 2 232

III. Revaluation surpluses ………………………………….…………………………………… 29 963 31 225

IV. Consolidated reserves …………………………………………………………………… 272 047 262 900

V. Consolidation differences (negative) …………………………………………… 57 809 57 809

VI. Translation differences …………………………………………………………………… (7 266) (1 920)

VII. Investment grants ………………………………………...…………………………………… 103 221

VIII. Minority interests 22 885 16 914

Provisions, deferred taxation and latent taxation liabilites 32 798 41 076

IX. A. Provisions for liabilities and charges ………………………………………… 22 144 31 408

1.Pensions and similar obligations ………………………..………………………… 660 5 975

3.Major repairs and maintenance …………………………………………………… 1 908 1 603

4.Other liabilities and charges ………………………………………………………… 19 576 23 829

B. Deferred taxation and latent tax. liabilities ……………………………… 10 654 9 669

Creditors 197 238 225 885

X. Amounts payable after more than one year ……………………………… 45 136 80 620

A.Financial debts

3.Leasing and other similar obligations …………………………………… 18 3

4.Credit institutions …………………………………..………….…...…………………… 45 118 80 617

D.Other amounts payable ……………………………………………………………..… 2 2

XI. Amounts payable within one year ………………………………………………… 149 906 142 988

A.Current portion of amounts payable after more than one year 35 766 18 213

B.Financial debts

1.Credit institutions …………………………………….…………...…………………… 19 815 35 815

2.Other loans ……………………………………….…………………………………………

C.Trade debts

1.Suppliers …………………………………………………………..……...………………… 48 818 50 640

D.Advances received on contracts in progress …………………………… 2 079 2 835

E.Taxes, remuneration and social security

1.Taxes ……………………………………………………..……………………...……………… 5 033 5 116

2.Remuneration and social security …………………………………………… 7 929 9 120

F.Other amounts payable ………………………………………………………………… 21 365 21 249

XII. Accrued charges and deferred income ……………………………………… 2 194 2 275

TOTAL LIABILITIES 607 808 636 342

L I A B I L I T I E S 31-03-2005 31-03-2004

18

Consolidated income statement as at 31 March 2005

I. Operating income …………………………………………...…………….………………… 488 706 458 626

A.Turnover ………………………………………………………...……………….………………. 464 258 419 954

B. [increase,(decrease)] in stocks of finished goods,

work and

contract in progress ……………………………………………..…………..…………… 7 178 26 250

C.Own construction capitalised ……………………………………………………… 966 117

D.Other operating income ……………………………………..…………...…………… 16 304 12 306

II. Operating charges ………………………………………………...……………..…………… (445 244) (447 524)

A.Raw materials, consumables and goods for resale

1.Purchases ………………………………………………...………..………………………… 281 847 287 441

2.[(increase), decrease] in stocks ………………………..…………….…………… 5 901 (3 421)

B.Services and other goods ………………………………….………………………… 52 994 51 410

C.Remuneration, social security costs and pensions …………………… 71 233 66 214

D.Depreciation of and other amounts written off

formation expenses, intangible and tangible

fixed assets …………………………………………………..…..………………………..…… 22 919 23 204

E.[increase, (decrease)] in amounts written off stocks,

contracts in progress and

trade debtors ……………………………………………..……………….………………… 890 510

F.[increase, (decrease)] in provisions for liabilities

and charges ……………………………………………...………...………………………...… (8 977) 3 775

G.Other operating charges …………………………………..……….………………… 18 886 19 504

H.Operating charges capitalised as reorganisation

costs ………………………………….…………………...……..………...………………………… (447) (1 112)

III. Operating profit (loss) 43 462 11 102

IV. Financial income …………………………………………..…………..……………………… 4 980 5 197

A.Income from financial fixed assets ……………………...………………………… 647 901

B.Income from current assets …………………………...……………………………… 971 1 237

C.Other financial income …………………………………...……...……………………… 3 362 3 059

V. Financial charges ………………………………………..…………..………………………… (8 523) (5 504)

A.Interest and other debt charges ………………………………………………… 4 270 2 854

B.Amounts written down on positive consolidation differences … 2 601 1 301

D.Other financial charges …………………………………….……….…………………… 1 652 1 349

VI. Profit (Loss) on ordinary activities before taxes 39 919 10 795

31-03-2005 31-03-2004

19

in 000 €

VII. Extraordinary income …………………………………….………………………………… 697 22 935

C.Adjustments to amounts written off financial

fixed assets ……………………………………………………...……………………..……… 2

D.Adjustments to provisions for extraordinary

liabilities and charges ……………………………………..…………………………… 43

E.Gain on disposal of fixed assets ………………………..…………...……………… 415 17 364

F.Other extraordinary income ………………………………..………………………… 279 5 528

VIII. Extraordinary charges ………………………………………………….…………………… (2 018) (37 275)

A.Extraordinary depreciation of and extraordinary

amounts written off formation expenses, intangible

and tangible fixed assets …………………………………………………………… 33 457

D.Provisions for extraordinary liabilities and charges

[increase,(decrease)] ……………………………………………………………..……… 140

E.Loss on disposal of fixed assets …………………………..………………………… 1 759 503

F.Other extraordinary charges ……………………………….………………………… 119 286

IX. Profit (Loss) for the period before taxes 38 598 (3 546)

X. A.Transfer from deferred taxation ………………………………………………… 11 760

B.Transfer to deferred taxation ……………………………………………………… (1 358)

XI. Income taxes …………………………………………………...…..…………………...………… (15 110) (10 458)

A.Income taxes ……………………………..………………….………………………………… 15 110 10 506

B.Adjustment of income taxes and write-back of

tax provisions ……………………………………………………....………………………… () (49)

XII. Profit (Loss) for the period 22 130 (2 244)

XIII. Share in the profit (loss) of the enterprises

accounted for using the equity method ………………………………………

XIV. Consolidated profit (loss) 22 130 (2 244)

A.Share of third parties ……………………………………………………………………… 6 103 993

B.Share of the group ………………………………………………………………………… 16 027 (3 236)

31-03-2005 31-03-2004

20

Notes and annex

Balance Sheet

The consolidated balance sheet reflects, through our consolidated subsidiary companies, the sugar and derived products activities in Belgium, in the Netherlands and in Australia, during the twelve months of the financial year under review. The comparative figures of the preceding period relate to a twelve-month period, except for: (i) the Iscal Sugar accounts, which comprised only six months of activity as from 1 October 2003 (however the activity of the Moerbeke and Frasnes sugar refineries for the first six months of the preceding financial year were included in the consolidated results of 2003/2004) and (ii) the Euro Holland Star accounts, which covered a six-month period as from 1 October 2003. The other activities (in China, DRC and in the USA) are included in the “Other Financial Fixed Assets” item for a total book value of € 12,332 thousand. These financial holdings are described in Annex V hereafter.

Income Statement

The table below shows the consolidated balance sheet : The increase in turnover comes from the twelve months of Iscal Sugar’s refinery activities (instead of six months of the preceding period for the Fontenoy and Furnes sugar refineries) as well as twelve months of activity from Euro Holland Star (instead of six months of the preceding period). Bundaberg Sugar’s turnover (converted into euros at the average rate of the financial year) and that of Galactic have, for their part, slightly progressed. Apart from the Iscal Sugar and Euro Star Holland effect described earlier, which also explains the progression of the trading cash flow, the improvement of Bundaberg Sugar’s turnover also had a certain effect. As a whole, our subsidiary companies have experienced stability in their operating costs. Depreciation has hardly varied. It should however be emphasised that on account of a change of the evaluation rules in terms of the depreciation of the goodwill recorded at the time of the merger the Furnes sugar refinery, the Iscal Sugar accounts include a depreciation allocation on the latter of € 7.5 million (identical amount as the allocation of the previous year but which related to a six-month period). Iscal Sugar had initially undertaken to depreciate this goodwill over five six-month periods but has decided, with effect from this financial year, to depreciate the balance over a four-year period.

in '000 € 2004/2005 2003/2004

Turnover 464 258 419 954

Operating cash flow 66 381 34 306

Depreciation (22 919) (23 204)

Financial results (3 543) (307)

Results before extraordinary items 39 919 10 795

Extraordinary results (1 321) (14 340)

Income tax (16 468) 1 301

Net profit (loss) 22 130 (2 244)

21

The financial results are affected by the financial charges on the level of debt of our operational subsidiary company Iscal Sugar and, to a lesser extent, of those of Bundaberg Sugar and Galactic, which hardly moved, but also by the depreciation of the consolidation variations at Iscal Sugar applied over a twelve-month period of activity (instead of the six months of the preceding financial year). The extraordinary losses of the previous financial year came especially from Bundaberg Sugar. The taxes are to be correlated with the results recorded by the Group. As a whole, the Group companies tend to hedge the exchange rate risks on their foreign currency operations. They also protect themselves against the risks of non-recovery of their credits granted by appropriate insurance policies. Lastly, they cover themselves to a great extent against significant fluctuations that could affect the interest rates applied to their loans with credit organisations. The Annex hereafter describes the evolution of the Group’s consolidated balance sheet and income statement more fully.

Annex

I. Statement of formation expenses in '000 €

Formation

expenses

a) Net carrying value as at the end of the preceding period …………………………………… 70

b) Movements of the period

- New expenses incurred ……………………..……………….………………… -- Depreciation …………………………….…….....………..…………………………… (15)- Other……………………………….……………….…………..………..………………… -

c) Net carrying value as at the end of the period 55of which : - Expenses of formation or capital increase …………………….….. 55- Other …………………………………………….….....…………………………………… -

II. Statement of intangible assets in '000 €

Research and Concessions,development patents, Goodwill

expenses licences, etc…

a) Acquisition cost

As at the end of the preceding period ………………………………… 322 1 043 48 730Movements during the period

- Acquisitions, including fixed assets, own production ……… - 30 -- Sales and disposals ……………………………………….……………………… - (762) -- Changes in the consolidation scope ………………………………… - (25) (72)

At the end of the period ………………………………………………………… 322 286 48 658

c) Depreciation and amounts written down

At the end of the preceding period ……………………………………… (322) (740) (18 614)Movements during the period

- Recorded …………………………………………………………..………….………… - (206) (7 529)- Written back as superfluous ……………………………………………… - 762 -- Changes in the consolidation scope ………………………………… - 25 72

At the end of the period ………………………………………………………… (322) (159) (26 071)

d) Net carrying value at the end of the period ……………………… - 127 22 587

22

III. Statement of tangible fixed assets in '000 €Land Plant, Furnitureand machinery and and

buildings equipment vehicles

a) Acquisition cost

As at the end of the preceding period ………………………………… 135 532 307 685 9 695Movements during the period

- Acquisitions, including fixed assets, own production ……… 6 756 5 450 720- Sales and disposals ……………………………….……………………………… (1 810) (37 466) (823)- Transfers from one heading to another …………………………… 19 1 268 (16)- Changes in the consolidation scope ………………………………… - (644) (44)- Translation differences …………………………..…………………………… (3 587) (2 416) (112)- Other …………………………………………….….....…………………………………… - - 1At the end of the period ………………………………………………………… 136 910 273 877 9 422

b) Revaluation surpluses

As at the end of the preceding period ………………………………… 41 237 8 386 -Movements during the period

- Translation differences …………………………..…………………………… (1 261) - -At the end of the period ………………………………………………………… 39 975 8 386 -


As at the end of the preceding period ………………………………… (27 025) (224 210) (6 169)Movements during the period

- Recorded ………………………………………………..……………………………… (1 795) (12 234) (1 104)- Written back as superfluous ……………………………………………… 1 287 36 101 770- Transfers from one heading to another …………………………… - (17) -- Changes in the consolidation scope ………………………………… - 644 44- Translation differences ………………………………..……………………… (8) (56) (11)- Other …………………………………………….….....…………………………………… - - (1)At the end of the period ………………………………………………………… (27 542) (199 770) (6 470)

d) Net carrying value at the end of the period ……………………… 149 343 82 492 2 951

Leasing and Other Assets underother similar tangible construction and

rights assets advance payments

a) Acquisition cost

As at the end of the preceding period ………………………………… 317 1 124 1 325Movements during the period

- Acquisitions, including fixed assets, own production ……… 27 13 2 120- Sales and disposals …………………………………………..…………………… (29) (59) (6)- Transfers from one heading to another …………………………… (155) - (977)- Changes in the consolidation scope ………………………………… (31) (89) -- Translation differences ………………………………..……………………… (9) - (32)- Other …………………………………………….….....…………………………………… 3 282 (282)At the end of the period ………………………………………………………… 123 1 271 2 149


As at the end of the preceding period ………………………………… (96) (1 038) 136Movements during the period

- Recorded ………………………………………………...……………………………… (15) (21) -- Written back as superfluous ……………………………………………… 22 29 3- Transfers from one heading to another …………………………… 17 - (139)- Changes in the consolidation scope ………………………………… 31 89 -- Translation differences ………………………………..……………………… 1 - -- Other …………………………………………….….....…………………………………… (14) - -At the end of the period ………………………………………………………… (54) (940) -

d) Net carrying value at the end of the period ……………………… 69 331 2 149

23

IV. Statement of financial fixed assets in '000 €

Other enterprises

1. Participating interests and shares

a) Acquisition cost as at the end of the preceding period ………………………..……………………………………………… 15 438

Movements during the period

- Acquisitions ……………………………………………………………………………………………..………………………………………………… 1 598- Changes in the consolidation scope ………………………………………………………………..……………………………………… (3)- Sales and disposals ……………………………………………………………………………………...…………………………………………… -- Translation differences …………………………...………………………………………………………………………………...………………… (432)- Other …………………………………………………………………………….……………………………………………………………………………. -

At the end of the period …………………………………………………………………………...……...……………………………………………… 16 600

c) Amounts written down as at the end of the preceding period …………………………………………………………. (4 268)


- Recorded …………………………………………………………………………………...…………………………………..…………………………… -- Translation differences ……………………………………………………………………………………………………………………………… -- Other ………………………………………………………………………………………………………………………………………..………………… -

At the end of the period ………………………………………………………………………………………………………………………………… (4 268)

d) Net carrying value at the end of the period …………………………………………………………………………………………… 12 332

2. Amounts receivable

Net carrying value at the end of the preceding period ………………………………………………………………………...… 210Movements during the period

- Additions ………………………………………………………..……………………………...…………………………………………………………… 60- Sales and disposals …………………...……………………………………………………….……………………………………………………… -- Changes in the consolidation scope ………………………………………...…………………………...………………………………… (1)

Net carrying value at the end of the period …………………………………….………………………………………………………… 269

Accumulated amounts written down on amounts receivable at the end of the period ……………………… -

V. Statement of enterprises excluded from the consolidation and in which an

interest of at least 10% of the capital is held

Year end Currency Shareholder's equity Results % shareholding

( in '000 ) ( in '000 )

Compagnie Sucrière scarl

Kwilu-Ngongo 31/12/04 FC 5 712 930 112 523 59,82%(Dem.Rep. of Congo)

Sugar Terminals Limited

King George Square 30/06/04 AUD 347 113 16 813 8,58%Brisbane Qld 4000

(Australia)

Galactic Inc

2700 W. Silver Spring Drive 31/03/05 USD 578 (422) 54,84% Milwaukee (Wisc.) 53209 – USA

B&G

Daqing Road 73 31/12/04 CNY 8 755 (7 799) 26,87%233010 Bengbu Anhui (China)

24

VI. Statement of consolidated reserves and profit carried forward in '000 €

Reserves andresults

brought forward

At the end of the previous financial period ……………………………………….……………………………………………………………… 262 900

Appropriation of prior results ………………………………………………………………………………...……..………………………………………… -

Results of the current period (share of the group) …………………….……………………………………………………………………… 16 027

Appropriation of result …………………………………..………………………………………………………..……………………………………………… (6 880)

At the end of the period ……………………………………………………………...………………………...……………………………………………… 272 047

VII. Statement of consolidation differences in '000 €

Positive Negative

Net carrying value at the end of the preceding period ……………………………………………… 9 561 (57 809)


- arising from an increase of the percentage held ……………………………….………………………… - -- write-downs …………………………………………………..…………………………...……………………………………… (2 601) -- other ………..…………………………………………………………...………………………………..…………………………… - -

Net carrying value at the end of the period ……………...………………………………………………… 6 960 (57 809)

VIII. Statement of amounts payable in '000 €

A. Analysis of the amounts originally payable

after one year according to their

residual term No more than Between 1 and Over 5 years

1 year 5 years

Financial debts

1. Subordinated loans ……………………………………………..…………………… - - -2. Unsubordinated debentures …………………………………………………… - - -3. Leasing and other similar obligations …………………………………… 43 18 -4. Credit institutions ……………………………………………..……………………… 35 724 45 118 -5. Other loans ………………………………………………...……………………………… - - -

Other amounts payable ……………………………………………………………… - -

Total …………………………………………………………………………………………...…… 35 766 45 136 -

AMOUNT PAYABLE (OR THE PORTION THEREOF)

GOODWILL

WITH A RESIDUAL TERM OF

25

IX. Result in '000 €

Current period Precedingperiod

Net turnover 464 258 419 954

European Union …………………………………………………………………………..………………………………… 246 607 188 826

Australia ………………………………………………………………………..……………………………...………………… 191 801 190 024

Other countries …………………………………………………………………………….……………………………… 25 850 41 104

Workforce recorded in the personnel register

Total number of personnel at the closing date ………….…………………………………………… 1 491 1 572

Personnel charges and pensions 71 233 71 805

of which : Provision for pensionsIncrease (+) ; Decrease (-) ……………………………………………..……..……………………………………… (5 449) 5 590

Income taxes

1. Income taxes of the current period : …………………………………………………………………… 15 110 10 241

a. Taxes and withholding taxes due or paid ……………………...……………………………………… 13 907 8 410b. Excess of income tax prepayments and withholding taxes capitalised …………… (15) (364)c. Estimated additional charges for income tax …………………..…………………………………… 1 218 2 195d. Deferred taxes ……………………………………………………………………...…………………………..………… - -

2. Income taxes on previous periods : …………………….……………………………………………… - 265

a. Taxes and withholding taxes due or paid ……………………………..……………………………… 2653. Deferred taxes and latent taxation:

a. Beneficial deferred taxes ……………………………………………………………………………………… 12 543 9 092Accumulated tax losses deductible from future taxable profits …………………… 12 086 8 635Deduction for investments on later tax years …………………………………………………… 457 457

X. Rights and commitments not reflected in the balance sheet in '000 €

of the enterprise of third parties

A 2. Amounts of real guarantees, given or irrevocably promised by the enterprises included in the consolidation on their own assets

Pledge on current and other assets :

- amount of the registration ………………………………………………..…………………………………… 8 236 -- other pledged assets …………………………………….…………………………………………………………………………………..

A 5. b) Commitments from transactions :

- to exchange rates (currencies to be received) …………………………………………………… 6 781 -- to exchange rates (currencies sold to be delivered) …………………………………………… 18 281 -

D. Members of management and employees of group companies benefit from an extra-legal pension scheme. Thepremiums paid for these group insurance contracts are partially borne by the personnel and partially by the enterprise.

and commitments

as a security for debts

PERIOD

26

XI. Relationships with affiliated enterprises but not included in in '000 €the consolidation

EnterprisesAffiliated linked with

enterprises participatinginterests

1. Financial fixed assets :

- participating interests and shares ………………………………………………………...………………… 12 332 -

2. Amounts payable :

- within one year ……………………………………………………...…………………………………..……………… 562 9 100

3. Amounts receivable :

- within one year …………………………………………………………….………………………………...…………… 1 527 1 150

XII. Financial relationships with directors or managers in '000 €

Period

A. Direct and indirect remuneration and pensions accounted for in this period,

granted to :- the directors ….……………………………………………………………………………………………...…………………………………….…………… 2 159

B. Receivables from directors ……………………………………………………………………………………………………………………………… -

27

Consolidation and accounting principles

I. CONSOLIDATION PRINCIPLES

Consolidation scope

All affiliated companies as well as companies linked by participating interests are taken into consideration when drawing up the consolidated accounts. However, the companies meeting one or more of the following criteria could be excluded: (i) too low participating interest; (ii) located in a country with political or monetary instability; (iii) probable break of links with the group; (iv) liquidation, nationalization or loss of activity; (v) impossibility to exercise power or impossibility to obtain information within a reasonable time or without generating disproportionate expenses.

Accordingly, as the present political situation in the Democratic Republic of Congo renders the continuation of normal economic activities uncertain, the company located in that country (Compagnie Sucrière scarl) has been excluded from the scope of consolidation.

The 49% stake in B&G in the People's Republic of China, held by our subsidiary company Galactic (itself owned 55% by the Group), is excluded from the consolidation perimeter as this company started its production and marketing activities in the course of the financial year. Moreover, the closure of its accounting period on 31 December and the application of local accounting rules for the establishment of its accounts (which could, after detailed analysis, prove to be appreciably different from those applied within the Group) require analysis and reprocessing which it was impossible to obtain without disproportionate expense or within reasonable time frames. For information purposes, the B&G accounts of at 31 December 2004 established according to local Chinese rules present a balance sheet total of CNY 8,755,054 (€ 838,807 at a rate of € 1 = CNY 10.4) and a loss for the financial year of CNY 7,798,800 (€ 747,012) (or a Group share of € 201,320). The holding in Galactic Inc in the U.S.A. (wholly-owned subsidiary of Galactic s.a., 55% owned by the Group) was also excluded because this company was incorporated in the course of the financial year and its integration into the Group accounts would be of little significance in relation to the Group’s accounts as a whole. Indeed, this subsidiary’s accounts at 31 March 2005 present a balance sheet total of USD 578,026 (€ 445,870) at a rate of € 1 = USD 1.2964) and a loss for the financial year of USD 421,974 (€ 325,497)(or a Group share of € 179,023).

Consolidation methods

• Full consolidation

The full consolidation method is used whenever one of the following two conditions is met: (i) the participating interest of the group in the capital of its subsidiary is more than 50 %; (ii) the group has controlling power in the company. This consolidation method consists in incorporating into the parent company’s accounts all assets and liabilities of the consolidated subsidiary as a substitute for the carrying value of the participating interest therein. It reveals consolidation differences and identifies minority interests. Similarly, the income statement items of the subsidiaries are added to those of the parent company and their results of the year are split into the parent company's share and the share of third parties. Intercompany accounts and operations are eliminated on consolidation.

• Equity method

This method is used when the group’s interest in the company is more than 20 % but less than 50 %. Assets and liabilities of the company consolidated using the equity method are not incorporated in each section of the consolidated balance sheet, but the account "participating interests" of the consolidating company is adjusted in the consolidated financial statements to take account of the fluctuations of its share in the net assets of the subsidiary. The consolidated income statement records the part of the group in the results realized by the company consolidated using the equity method, instead of the dividends received or the write-offs recorded.

28

• Consolidation differences

The differences between, on the one hand, the share in the consolidated companies’ shareholders’ equity on the shares’ acquisition date or on a date close to said date, and, on the other, the accounting net value of these interests on the same date are attributed, to the extent possible, to the asset and liability items that have a value superior or inferior to their book value in the subsidiary's accounts. The remaining difference is posted to the consolidated balance sheet under the item "Positive consolidation differences" or “Negative consolidation differences", which cannot be compensated, except for those that are associated with the same subsidiary. "Positive consolidation differences" are depreciated over 5 years in the consolidated profit and loss account. Additional one-time depreciations are booked if, as a result of changes in economic circumstances, there is no longer any economic justification for keeping them at this value in the consolidated balance sheet. • Foreign currency translation differences

The accounts of foreign companies included in the consolidation are translated into Euro at the exchange rate in force at 31 March for all balance sheet items and at the average rate in force during the book-year for all income statement items.

The exchange differences on foreign currency translation are recorded in the balance sheet under liabilities in the section "Foreign currency translation differences". They include the following two items: (i) exchange rate differences on equity, equalling the difference between the historical rate and the closing rate and (ii) exchange differences on results, equalling the difference between the average rate and the closing rate of the period.

• Valuation rules

The valuation rules used for the preparation of the consolidated accounts are the same as those applied to the annual statutory accounts. Group companies have adopted – per sector – uniform valuation rules so that no retreatment is required. For foreign subsidiaries, the necessary reclassifications and retreatments have been performed. The fiscal charge of the consolidated accounts corresponds to the sum of the individual fiscal charges of the consolidated companies using the equity method. The consolidated financial statements of Finasucre Investments (Australia) Pty Ltd are prepared in accordance with Australian generally accepted accounting principles and valuation rules. They have not been adjusted with a view to their integration in the consolidated accounts of the Finasucre group. In fact, most of the accounting principles and valuation rules applied are very similar to those applied in the other companies of the Finasucre group and any possible discrepancies which could have a significant impact on the interpretation of the consolidated financial statements of the group are specified hereunder.

• Elimination of internal operations

Intra-group operations affecting assets and liabilities, such as financial fixed assets, payables and receivables, as well as the income statement, such as interests, charges and income, are eliminated in the full and proportional consolidations. Dividends received from consolidated companies using the equity method are eliminated and replaced by our share in the result.

• Accounting period of reference

For companies included in the consolidation, the date of closure of the accounts is 31 March 2005. The consolidated income statement shows twelve months of activity for all companies included in the consolidation as well as the comparative figures of the previous year, with the exception of: (i) Iscal Sugar SA, incorporated on 6 October 2003, whose capital was increased on 23 December 2003 to remunerate

contributions and mergers of sugar mills, with effect at 1 October 2003. The first fiscal year included six months of activities (from 1 Oct 2003 to 31 March 2004);

(ii) The fiscal year of Euro Star Holland BV, which was included in the consolidation scope at 30 September 2003,

included 15 months of activities, of which 6 months (from 1 October 2003 to 31 March 2004) have been included in the consolidated accounts.

29

II. STATEMENT OF CONSOLIDATED COMPANIES

Company Registered address and National number % Interest % Control

FINASUCRE S.A. Av.Herrmann-Debroux, 40-42 – BE-1160 Brussels - Belgium Nat Nr 0403.219.201

Mother company

-

GROUPE SUCRIER S.A. Route d’Hacquegnies, 2 – BE-7911 Frasnes-lez-Buissenal Belgium Nat Nr 0402.802.594

99,72% 99,72%

FINASUCRE INVESTMENTS (AUSTRALIA) PTY LTD

Bundaberg (Queensland) - Australia ABN 23 062 315 593 100% 100%

FINASUCRE HOLDINGS (AUSTRALIA) PTY LTD


FINASUCRE AUSTRALIA PTY

LTD Bundaberg (Queensland) - Australia ABN 73 011 060 530 100% 100%

BUNDABERG SUGAR GROUP

LTD Bundaberg (Queensland) - Australia ABN 75 009 658 164 100% 100%

BBS FINANCE LTD Bundaberg (Queensland) - Australia ABN 44 062 234 682 100% 100%

QUEENSLAND URBAN PROJECTS PTY LTD


BUNDABERG FOUNDRY ENGINEERS LTD


BUNDABERG SUGAR LTD Bundaberg (Queensland) - Australia ABN 24 077 102 526 100% 100%

BBS SUBSIDIARY PTY LTD Bundaberg (Queensland) - Australia ABN 25 078 974 991 100% 100%

NORTHERN LAND HOLDINGS LTD


SOPAGRI S.A. Rue Eugène Ruppert, 16 – LU-1611 Luxemburg G. H. Luxemburg 100% 100%

ISCAL SUGAR S.A. / N.V. Chaussée de la Sucrerie, 1 - BE-7643 Fontenoy - Belgium Nat Nr 0861.251.419 62,624% 62,624%

EURO STAR HOLLAND B.V. Zuiveringweg, 14 - NL-8243 PZ Lelystad – The Netherlands 62,453% 100%

DEVOLDER S.A. Rue de l’Intendant, 156 – BE-1080 Brussels - Belgium Nat Nr 0422.175.969 99,73% 100%

SOREAS S.A. Avenue de la Gare, 65 – LU-1611 Luxemburg G. H. Luxemburg 62,460% 100%

GALACTIC S.A. Place d’Escanaffles, 23 – BE-7760 Escanaffles - Belgium Nat Nr 0408.321.795 54,85% 55%

30

III. SUMMARY OF ACCOUNTING PRINCIPLES ASSETS

1. Valuation rule valid for all fixed assets (excluding financial fixed assets)

Fixed assets are valued at their acquisition value, which corresponds either to the acquisition price (including accessory costs), or to cost price, or to their incorporation value.

2. Start-up expenses

These are depreciated over 5 years.

3. Intangible fixed assets

Intangible fixed assets whose use is limited in time are depreciated over their lifetime or probable use, which cannot exceed 5 years. To the extent possible, merger goodwill is allocated to any under-valuations of assets ; the balance is depreciated over no more than 5 years, based on probable economic lifetime.

4. Tangible fixed assets

Tangible fixed assets whose use is limited in time are depreciated as of their acquisition or commissioning date. The annual depreciation rates are calculated using the straight-line method or on a degressive basis, depending on the lifetime of the investments as defined below: - Industrial buildings : 20 years - Operating equipment : 10 years - Tools : 3 years - Movable objects : 10 years - Office furniture : 5 years - Computer equipment: 4 years - Rolling stock: 5 years Bundaberg Sugar’s industrial buildings are depreciated using the straight-line method, based on the economic lifetime (40 to 67 years). Its industrial equipment and facilities are depreciated using the straight-line method, based on an economic lifetime of 5 to 40 years. Tangible fixed assets, the estimated economic lifetime of which is not limited, are subject to value adjustments in case of long-lasting value decrease or depreciation. Additional, one-time or accelerated depreciations can be applied based on tax provisions or due to changes in economic or technological circumstances.

5. Financial fixed assets

Participations, shares and participating interests are valued at their acquisition cost, excluding accessory costs. Write-downs are booked when the estimated value of a share is below inventory value, provided that the loss of value observed is of a lasting nature. When financial fixed assets show a lasting and unquestionable surplus as compared to the initial book value, a revaluation can be performed.

6. Amounts receivable

Receivables are recorded at nominal value or acquisition cost. Receivables in foreign currency are recorded in Euro at the rate in force on the day of the transaction and revalued at the closing rate at year-end. Write-offs are recorded if the collectibility at due-date is partially or completely uncertain or hazardous.

31

7. Stocks

A. Cane still growing in the fields

Costs incurred by Bundaberg Sugar for the agricultural production of sugar cane are recorded in inventories from the moment of the last harvest until the balance sheet date. They are recorded under consumption in the following financial year based on the tonnage harvested.

B. Goods, raw materials, consumable products and supplies

Those goods are valued at the lower of either acquisition cost according to the weighted average prices method or market value at closing date. Spare parts or slow moving parts are systematically written off.

Write-downs are booked on obsolete stocks or on slow moving stocks.

C. Work in progress and finished goods

The products are generally valued based on the "direct costing" method

a) Crystallized sugar

This product is valued in accordance with the « direct costing » method which includes the following production costs: raw materials, consumable goods, and direct production cost, less the value of the sub-products (foam, pulps and molasses).

Those of Bundaberg Sugar include raw materials, consumption materials, direct manufacturing costs, and fixed manufacturing costs.

b) Gross sugar and syrup

These products are assigned a value based on the white content as per European regulations and the cost price of crystallised sugar.

c) Pulp, molasses and other by-products are valued at market price.

d) Lactic acid is valued at the lower of "full costing" price or realization price. Work in progress is valued at the average sales price of the period.

e) Orders and Contracts in progress are valued at cost, increased by a percentage of profit considered as earned at balance sheet date (based on an individual rate of completion of at least 70%). Costs comprise all direct costs and a percentage of overhead expenses charged individually to each contract.

If the costs incurred for a contract in progress exceed the expected income, the exceeding portion is immediately recorded as a charge.

8. Investments and cash at bank and in hand

Assets are recorded at their nominal value and investments are recorded in the balance sheet as assets at acquisition cost, excluding accessory costs. At year-end, a write-off is recorded if the realizable value is lower than acquisition cost.

9. Deferred charges and accrued income

Expenses incurred during the period but relating partially or totally to a following financial year are valued in accordance with the pro rata rule. Income or part of income, the collection of which will only take place in a future period but relating to the period in question, are valued at the pro rata amount related to the said period.

32

LIABILITIES

10. Investment grants

Investment grants are progressively reduced, in proportion to the depreciation of the fixed assets for which the grants were obtained.

11. Provisions for liabilities and charges

At year-end, the Boards examine the advisability of setting up provisions to cover the risks or losses arisen during the period.

12. Amounts payable after more than one year

Those debts are recorded at their nominal value. A value adjustment must be booked if the estimated value of the debt at the end of the year exceeds book value.

13. Amounts payable within one year

Those debts are recorded at their nominal value. A value adjustment must be booked if the estimated value of the debt at year-end is above the book value. Provisions are recorded for tax and social charges related to the period. Vacation pay accruals are computed in accordance with fiscal rules. The provisions are regularly reviewed and reversed when they became obsolete.

14. Accrued charges and deferred income

Charges or part of charges relating to the period but which will only be paid in a later period, are valued on the basis of the amount related to the period. Income received during the period but relating partially or totally to a future period, is also valued based on the amount considered income from a future period. Income with uncertain collectibility is also recorded in that section.

15. Turnover

The net turnover recorded by Bundaberg Sugar on the sale of raw sugar is based on the "pool price" applicable per ton of sugar, estimated by Queensland Sugar Limited, the official organization authorized to carry out the Australian exports of raw sugar. Any adjustment between this price and the final sales price is booked in the following financial year.

16. Extra-legal pension scheme

a) Apart from the legal pension schemes, certain group companies have adopted a complementary pension scheme in favour of their management and certain categories of employees. For that purpose, group insurance contracts have been subscribed, the premiums of which are covered by contributions by the persons insured and by the employer.

b) Bundaberg Sugar sets up provisions for the pension rights of its personnel. Those provisions are reviewed

annually in order to be able to meet future estimated pension costs, based on the future level of remunerations and length of service of the entitled personnel, calculated at balance sheet date as per present interest rates applicable following the presumed due dates.

33

17. Deviations from the valuation rules

a) The receivable from the State of Congo (ex-Zaire), amounting to € 2,65 million (section V of the balance sheet) results from a handover agreement of 60 % of the shares of Compagnie Sucrière scarl, signed in 1977. It is still considered as 100 % collectible, but it is impossible to foresee a precise date.

b) As a consequence of the merger in 1989 between Sogesucre s.a., Suikerfabrieken van Vlanderen n.v. and

Fabrique de Sucre de Frasnes-lez-Buissenal s.a. with a view to creating Groupe Sucrier s.a., and as a consequence of the acquisition of Devolder s.a. in 1989 and the demerger effective 1 September 1993 of Advanced Technics Company s.a. to create Brussels Biotech s.a., not all of the depreciations have been recorded in accordance with the depreciation rates indicated above. Fixed assets of those companies acquired before those dates of merger or demerger, have been depreciated at rates sometimes different from those mentioned above.

c) In accordance with tax provisions, the assets contributed to the company in 2003 by Groupe Sucrier s.a. to Iscal

Sugar s.a. or resulting from merger in 2003 between the latter and Sucrerie de Fontenoy s.a. and Suikerfabriek van Veurne n.v. continue to be depreciated based on their original valuation rules.

d) By derogation, Iscal Sugar had initially undertaken to depreciate the goodwill recorded at the time of the merger

with Suikerfabriek van Veurne n.v. over five six-month periods but has subsequently decided, with effect from the 2004/2005 financial year, to depreciate the balance over a four-year period.

34

Statutory auditor’s report on the consolidated financial statements

Statutory auditor’s report to the Annual General Meeting of shareholders of FINASUCRE nv/sa on the consolidated financial statements for the year ended 31 March 2005

In accordance with the legal and statutory regulations, we report to you on the performance of the audit mandate which has been entrusted to us. We have audited the consolidated financial statements for the year ended 31 March 2005 which have been prepared under the responsibility of the Board of Directors and which show a balance sheet total of € 607,808(,000) and a consolidated profit (group’s share) for the year of € 16,027(,000). We have also reviewed the consolidated management report. Unqualified audit opinion on the consolidated financial statements Our examination has been conducted in accordance with the auditing standards of the Institute of Company Auditors (“Institut des Reviseurs d’Entreprises/Instituut der Bedrijfsrevisoren”). Those standards require that we plan and perform the audit to obtain reasonable assurance that the consolidated financial statements are free of material misstatement taking into account the legal and regulatory requirements applicable to consolidated financial statements in Belgium. In accordance with those standards, we considered the group’s administrative and accounting organisation as well as its internal control procedures. Company officials have responded clearly to our requests for information and explanations. We have examined, on a test basis, the evidence supporting the amounts included in the consolidated financial statements. We have assessed the accounting policies, the consolidation principles, the significant accounting estimates made by the group and the overall presentation of the consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion. In our opinion, taking into account the applicable legal and regulatory requirements, the consolidated financial statements give a true and fair view of the group’s assets, liabilities and financial position as of March 31, 2005, and of the results of its operations for the year then ended. The information provided in the notes to the consolidated financial statements is adequate. Additional certification The consolidated management report, on pages 3 to 14, 20, 21 and 47, is consistent with the consolidated financial statements and includes the information required by law.

Brussels, 9 June 2005

Ernst & Young Reviseurs d’Entreprises SCC

Statutory auditor represented by Vincent Etienne Partner

35

Financial statements of Finasucre s.a.

as at 31 March 2005

36

Balance sheet as at 31 March 2005 in '000 €

Fixed Assets 154 584 154 583

IV. Financial Assets ………………………………………………...……………..………… 154 584 154 583

A.Affiliated enterprises

1.Participating interests ………………………………………………………… 154 584 154 583

Current assets 138 423 128 032

VII. Amounts receivable within one year …………………………………… 28 251 16 356

B.Other amounts receivable ……………………………………………………… 28 251 16 356

VIII. Investments 109 838 111 498

B.Other investments …………………………………………...……………………… 109 838 111 498

IX. Cash at bank and in hand ………………………………………………………… 144 96

X. Deferred charges and accrued income ………………………………… 189 83

TOTAL ASSETS 293 007 282 615

Capital and reserves 283 298 273 236

I. Capital …………………………………………………………………...…………………… 2 232 2 232

A.Issued capital ……………………………………………………...…………………… 2 232 2 232

III. Revaluation surplus …………………………………………….…………………… 10 10

IV. Reserves ……………………………….………………………………………..…………… 263 602 253 602

A.Legal reserve ……………………………………………………...…………………… 223 223

B.Reserves not available for distribution

2.Other ………………………………………………………………………...………… 27 27

C.Untaxed reserves ………………………..………………………………………….… 3 352 3 352

D.Reserves available for distribution ………………………………………… 260 000 250 000

V. Profit (Loss) carried forward …………………………………………………… 17 453 17 391

Provisions and deferred taxation 2 400 2 400

VII. A. Provisions for liabilities and charges ………………………………… 2 400 2 400

4.Other liabilities and charges ………………………………………………… 2 400 2 400

Creditors 7 309 6 979

IX. Amounts payable within one year ………………………………………… 7 239 6 697

E.Taxes, remuneration and social security

1.Taxes ………………………………………………...…………...……………………… 241 1

F.Other amounts payable ………………………………………………………… 6 998 6 695

X. Accrued charges and deferred income ………………………………… 70 282

TOTAL LIABILITIES 293 007 282 615

A S S E T S 31-03-2005 31-03-2004

L I A B I L I T I E S 31-03-2005 31-03-2004

37

Income statement as at 31 March 2005 in '000 €

I. Operating income ………………………………………………………………..……

D.Other operating income ……………………………………………..…………

II. Operating charges …………………………………………...………………..……… (212) (207)

B.Services and other goods ……………………………………………………… 212 207

G.Other operating charges ……………………………………...………………… 1

III. Operating profit (loss) (212) (207)

IV. Financial income ………………………………………………..……………………… 19 201 21 723

A.Income from financial fixed assets ……………………………………… 15 125 18 258

B.Income from current assets …………………………………………………… 3 153 3 465

C.Other financial income ……………………………………….………………… 923

V. Financial charges …………………………………………………….………………… (722) (535)

C.Other financial charges …………………………………..……………………… 722 535

VI. Profit (Loss) on ordinary activities before taxes 18 267 20 981

VIII. Extraordinary charges ……………………………………………………………… (2 400)

C.Provisions for extraordinary liabilities and charges

[increase,(decrease)] …………………………………...………………………… 2 400

IX. Profit (Loss) for the period before taxes 18 267 18 581

X. Income taxes ………………………………………………………………………….…… (1 325) (1 236)

A.Taxes ……………………………………………………………………………….………… (1 325) (1 236)

XI. Profit (Loss) for the period 16 942 17 345

A. Profit to be appropriated ………………………………………………………… 34 333 23 991

1.Profit for the period available for appropriation …………… 16 942 17 345

2.Profit brought forward ……………………………..………………………… 17 391 6 646

C. Transfers to capital and reserves …………………………………………… (10 000)

3.To other reserves ……………………………………..………………………… 10 000

D. Result to be carried forward …………………………………………………… (17 453) (17 391)

1.Profit to be carried forward ……………………………………………… 17 453 17 391

F. Distribution of profit ………………………………………………………………… (6 880) (6 600)

1.Dividends ………………………………………………..…………………………… 6 880 6 600

APPROPRIATION ACCOUNT

31-03-2005 31-03-2004

38

in ‘000 €

ASSETS

Fixed assets IV. Financial assets ……………………………………………………………………………….……………………………………………………………..…... 154 584

The interests held are shown in Appendix II. They remain unchanged.

Current assets VII. Amounts receivable within one year ……………………………..……...……………………………………………………….……………… 28 251

This item is increased by € 11,896 thousand. The advance granted to the Bundaberg Sugar Group inAUD has been increased by AUD 4,000 thousand: its countervalue in € is the subject of an exchangecover contract. A short-term advance of € 10,500 thousand has been granted to our subsidiary, IscalSugar SA. Also included under this heading is the interest to be received on current and deposit bankaccounts.

VIII. Investments ………………………………………………………………………………….…………………………………………………………………...… 109 838

Our current investments are constituted in treasury bills, short-term deposits, bonds and monetaryfunds.

IX. Cash at bank and in hand ………………………………………………...……………..…………………………………………….…………………… 144

X. Deferred charges and accrued income ……………………….………………….……………………………………….…………………… 189

It is mainly a question of interest to be received on our amounts receivable within one year.

LIABILITIES

Capital and reserves I. Capital ………………………………………………………………………………………………………………..………………………………………………… 2 232

Unchanged. III. Revaluation surplus ……………………………………………………………….……………..………………………………………………..…………… 10

IV. Reserves ……………………………………………………………...………………………….……………………………………………………………..……… 263 602

The increase of € 10,000 thousand affects the appropriation of the result.

V. Profit (loss) carried forward ………………………………………………...……………….………………………………………….………………… 17 453

According to the profit appropriation.

Provisions and deferred taxation VII. Provisions for liabilities and charges ………………………………………….……………………………………………..…………………… 2 400

This provision, constituted last year, has remained unchanged.

Notes, annex and accounting principles

Balance sheet

39

Hedging Financial Risks

Finasucre has recourse to hedging its exchange risks on its operations in foreign currencies, particularly on its amount receivable of AUD 30 million from its Bundaberg Sugar subsidiary.

Creditors IX. Amounts payable within one year ………………………………………….……………...………………………………………….…………… 7 239

This includes the financial and fiscal debts and primarily the proposed profit distribution as well asthe dividends to be paid from previous financial years.

X. Accrued charges and deferred income ………………………………...………………………………………………...……………………… 70

These include interest collected in advance on treasury bills.

en ‘000 €

CHARGES

II.Services and other goods, other operating charges, increase & decrease in provisions for liabilities and charges …………………...……………………….............................................................................................................................……

(212)

The operating expenses and the non-periodical remuneration of our directors have remained stable.

V. Financial charges ………………………………………………………………………….…………………...……………………………………………..… (722)

They include € 607 thousand of exchange losses made on the cover of our receivables in AUD. Theother charges are mainly commission on coupon payments and management expenses relating toour investment portfolio in bonds and monetary funds.

X. Income taxes ………………………………………………………………………………………………..……………………………………………...……… (1 325)

This amount corresponds to the estimated tax on the year’s profit.

INCOME

IV. A. Income from financial fixed assets ………...…………………………………..……………………………………...………………………… 15 125

We have received, for the financial year 2003/2004, € 12,681 thousand of dividend from the SucrierGroup and € 2,444 thousand of preferential dividend from Finasucre Investments (Australia) Pty Ltd.

IV. B. Income from current assets ………………………………….………..………………………………………………………….………………… 3 153

The widening of our treasury investments to othe financial investments, mainly bonds, led to abetter return than previous year, part of which was realized a capital gain (see Item IV.C hereafter)

Interests received on our loan to Bundaberg Sugar Group has been of € 1,123 thousand, an increasedue mainly to the additional loan of AUD 4,000 thousand. We received € 65 thousand interest fromour loan to Iscal Sugar s.a and € 13 thousand on our loan to Groupe Sucrier s.a.

IV. C. Other financial income ………………………………..………………………...…………………………………………………………………..…… 923

It is a question of gains realised on our bonds portfolio.

Income statements

40

Annex and accounting principles

I. Statement of financial fixed assets in '000 €With participation

Affiliated link

1. Participating interests and shares

a) Acquisition cost as at the end of the preceding period ………………………...… 154 911 -


- Acquisitions ………………………………………………………………………..………………...………… 1 -

- Sales and disposals ………………………………………………………………………...…………… - -

- Transfers from one heading to another …………………………………………………… - -

At the end of the period ………………………………………………………………….………………. 154 912 -

b) Revaluation surpluses at the end of the preceding period …………………… 11 -

Movements during the period :

- Recorded ……………………………………….……….……………………………………………………… - -

11 -

c) Amounts written down as at the end of the preceding period ……………… (339) -

Movements during the period- Recorded ………………………………………………………..……………………………………………… - -

At the end of the period ……………………………..…………………..………………………………… (339) -

d) Net book value at the end of the period 154 584 -

II. Participating interests and other rights in other enterprises

Subsi- Annual

diaries account Currency Capital and reserves Net result

Number % % as at ( '000 ) ( '000 )

Groupe Sucrier s.a.

Route d'Hacquegnies, 2 2 113 480 99,72 - 31/03/2005 € 41 454 848BE-7911 Frasnes-lez-Buissenal

Belgium Nat nr 0402802594

Finasucre Investments

(Australia) Pty Ltd 122 833 643 100,00 - 31/03/2005 AUD 262 381 1 7604 Gavin street

Bundaberg QLD 4670 - Australia

Sopagri s.a.

Rue Eugène Ruppert, 16 19 999 99,90 0,10 31/03/2005 € 10 468 48LU-1611 Luxemburg

G. D. of Luxemburg

Devolder sa

Rue de l'Intendant, 156 1 0,02 99,98 31/03/2005 € 444 87BE-1080 Bruxelles

Belgium Nat nr 0422175969

Soreas sa

Avenue de la Gare, 65 1 0,02 99,98 31/03/2005 € 7 357 -LU-1611 Luxemburg

G. D. of Luxemburg

The enterprise

Rights held byName of the registered office

and for enterprise governed by Belgian law the VAT or national

number

Information from the most recent period available

directly

41

III. Investments : other investments and deposits in '000 €

Period Precedingperiod

Shares …………………………………………………………………………………….…………………..………………… - -Bookvalue increased with the uncalled amount ……………………………..…………………… - -

Fixed income securities ……………………………………………………….…………………………………… 30 788 -issued by credit institutions ……………………………………………...……………………………………… - -

Term deposits with credits institutions ………………………………………………………………… 79 050 111 498falling due :

- less or equal to one month …………………………………………………………………………………… 7 400 52 015

- between one month and one year ……………………………………………………………………… 71 650 59 483

Other investments not yet shown separately ……………………………………………………… - -

IV. Deferred charges and accrued income in '000 €

Period

- Charges carried forward to the next financial year ……………………………………………………..…………………………… 7

- Interest receivable ……………………………………………….………………………….…………………………………….…………………… 182

V. Statement of capital in '000 €

Amounts Number

of shares

A. Capital

1. Issued capital

- At the end of the preceding period ………………………………………………………………… 2 232 ----------------

- Changes during the period ……………………………………………………………………………… -

At the end of the period ………………………..…………………………………..………………………… 2 232 -----------------

2. Structure of the capital

2.1. Different categories of shares

Shares without nominal value ……………………………………………………...……………… 2 232 100 000

2.2. Registered shares and bearer shares

- registered ……………………………………………………………………..……………………………… ---------------- 48 020

- bearer …………………………………………………………...……………………………………………… ---------------- 51 980

VI. Provision for other liabilities and charges in '000 €

Period

- Provision for litigation ………………………………………………….……………………………...……………………………………………… 2 400

42

VII. Statement of amounts payable in '000 €

C. Amounts payable for taxes, remuneration and social securityPeriod

1. Taxes

a) Expired taxes payable …………………………………………………………………………………………...……………………..………… -

b) Non expired taxes payable …………………………………………………………………………………….……………………………… 136

c) Estimated taxes payable ……………………………………………………………………………………..………………………………… 105

VIII. Accrued charges and deferred income in '000 €

Period

- Interest collected in advance …………………………………………………………………...……………………………………………...… 70

IX. Operating results in '000 €


F. Other operating charges

Taxes related to operations ………………………………..………………………………………………… - -

X. Financial results in '000 €


A. Other financial income

- Win on bonds portfolio ………………………………………………..………………………….………… 923 -

E. Other financial charges

- Exchange losses …………………………………………………………….………………………...………… 607 510

- Bank charges ……………………………………………………..……………………………...………………… 24 23

- Miscellaneous financial charges ………………………………………………..……………………… 91 2

XI. Extraordinary results in '000 €


C. Provisions for extraordinary liabilities and charges

- Provision for litigation …………………………………………………………...…………………………… - 2 400

43

XII. Income taxes in '000 €

Period

A. Analysis of heading

1. Income taxes of the current period : ……………………………………………………………………………………………….… 1 325

a. Taxes and withholding taxes due or paid ……………………………………...……………………………….…………………… 1 220

b. Excess of income tax prepayments and withholding taxes capitalised ………………………………………… -

c. Estimated additional charges for income taxes …………………………………………………………...……………………… 105

2. Income taxes on previous periods : ………………………………………………………………………...…………………………… -

a. Additional charges for income taxes due or paid ……………………………………………………….……………………… -

b. Additional charges for income taxes estimated or provided for …………………………...………………………… -

B. In so far as taxes of the current period are materially affected by differences

between the profit before taxes and the estimated taxable profit

- Income definitively taxed …………………………………………………...…………………………………………………………………… (14 368)

- Provision for other liabilities and charges ……………………………………….……………………..……………………………… -

XIII. Other taxes and taxes borne by third parties in '000 €


B. Amounts retained on behalf of third parties for :

1. payroll withholding taxes …………………………………………….…………………………………… 36 33

2. withholding taxes on investment income ……………………………………………………… 1 127 1 079

XIV. Relationships with affiliated enterprises and enterprises linked in '000 €by participating interests

Period Preceding period Period Preceding period

1. Financial fixed assets : ……………… 154 583 154 583 -

- Investments …………………………… 154 583 154 583 -

2. Amounts receivable : ……………… 28 194 15 991 - -

- Within one year ……………………… 28 194 15 991 - -

Period Preceding period

7. Financial results :

- From financial fixed assets ……………………………………………………………………………… 15 125 18 258

- From current assets …………………………………………………………………………….…………… 1 202 1 049

- Other financial income ………………………………………………………………..…………………… - -

Enterprises linkedby participation

Affiliated enterprises

Affiliated enterprises

44

XVII. Summary of Accounting Principles ♦ Assets III. Tangible fixed assets

Tangible fixed assets are recorded in the balance sheet as assets at their historical purchase price, including accessory costs, or at cost or at the contribution value.

Depreciation is calculated on a linear basis, at the authorized tax rates, based on their estimated useful life. The acquisitions of the financial year are depreciated as from the year in which they are recorded.

IV. Financial fixed assets

These assets are valued at acquisition cost, under deduction of related write-offs. Accessory costs are incorporated in the acquisition price. Write-downs are booked when the estimated value of a share is below inventory value, provided that the loss of value observed is of a lasting nature. Amounts receivable are recorded at nominal value. Write-offs are recorded if the collectibility at due-date is partially or completely uncertain or hazardous.

V. & VII. Amounts receivable after more than one year Amounts receivable within one year

Amounts receivable are recorded at nominal value. Write-offs are recorded if the collectibility at due-date is partially or completely uncertain or hazardous.

VIII. & IX. Investments and cash at bank and in hand

Receivables are recorded at nominal value. Investments are recorded on the asset-side of the balance sheet at acquisition cost, excluding accessory costs. At the end of the financial year write-downs are recorded if the realizable value is below book value. As to fixed interest bearing securities, held directly or indirectly through mutual fund instruments having a regular quotation and a liquid market, the market value at closing date is applied for valuation purposes.

XV. Financial relationships with directors and managers in '000 €

Period

A. The amount of direct and indirect remuneration and pensions includedin the income statement

- to the directors and managers ………………………………………………………………………………………………………….…… 151

XVI. Rights and commitments not accrued in the balance sheet in '000 €

Period

Amount of forward contracts :

Currencies sold (to be delivered) ……………………………………………………...………………………...……………………………… 17 694

45

♦ Liabilities VII. Provisions for liabilities and charges

At each closing date, the Board of Directors, ruling with prudence, sincerity and in good faith, examines the provisions to be constituted to cover the risks foreseen, potential expenses or losses arisen during the present or prior periods. Provisions related to prior periods are regularly reviewed and written back if they are no longer relevant.

VIII. & IX. Amounts payable after more than one year

Amounts payable within one year

Those debts are recorded at their nominal value. Valuations of credit balances, debts and foreign currency: assets and liabilities expressed in foreign currency are, in principle, valued at the exchange rate prevailing at the closing date of the financial year, allowing for any possible exchange risk covers. Exchange differences are recorded in the income statement.

46

Statutory auditor’s report on the financial statements of Finasucre s.a.

Statutory auditor’s report to the Annual General Meeting of shareholders of FINASUCRE nv/sa on the financial statements for the year ended 31 March 2005

In accordance with the legal and statutory regulations, we report to you on the performance of the audit mandate which has been entrusted to us. We have audited the financial statements for the year ended 31 March 2005 which have been prepared under the responsibility of the Board of Directors and which show a balance sheet total of € 293,007(,000) and a profit for the year of € 16,942(,000). We have also carried out the specific additional audit procedures required by law. Unqualified audit opinion on the financial statements Our examination has been conducted in accordance with the auditing standards of the Institute of Company Auditors ("Institut des Reviseurs d'Entreprises/Instituut der Bedrijfsrevisoren”). Those standards require that we plan and perform the audit to obtain reasonable assurance that the financial statements are free of material misstatement taking into account the legal and regulatory requirements applicable to financial statements in Belgium. In accordance with those standards, we considered the company’s administrative and accounting organisation as well as its internal control procedures. Company officials have responded clearly to our requests for information and explanations. We have examined, on a test basis, the evidence supporting the amounts included in the financial statements. We have assessed the accounting policies, the significant accounting estimates made by the company and the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. In our opinion, taking into account the applicable legal and regulatory requirements, the financial statements give a true and fair view of the company’s assets, liabilities and financial position as of March 31, 2005, and of the results of its operations for the year then ended. The information provided in the notes to the financial statements is adequate. Additional certifications We supplement our report with the following certifications which do not modify our audit opinion on the financial statements: The management report, on pages 3 to 14, 38, 39 and 47, includes the information required by law and is consistent with the financial statements. In all material respect, the accounting records are maintained and the financial statements have been prepared in accordance with the legal and regulatory requirements applicable in Belgium. No transactions have been undertaken or decisions taken in violation of the Company’s statutes or Company Law which we would have to report to you. The appropriation of the results proposed to you complies with the legal and statutory provisions. Brussels, 9 June 2005 Ernst & Young Reviseurs d'Entreprises SCC Statutory auditor represented by Vincent Etienne Partner

47

Appropriation account, statutory elections

Appropriation account The year’s profit reached € 16.941.868,02, to which we must add the previous year’s retained earnings of € 17.391.473,36, thereby forming a distributable profit of € 34.333.341,38, which we propose to distribute as follows:

Allocation to available reserves €10.000.000,00

Gross dividend € 6.880.000,00

Retained earnings €17.453.341,38

TOTAL to be distributed € 34.333.341,38

If you approve this distribution proposal, the net dividend, after deduction of a 25% withholding tax, will be € 51.60 compared to € 49.50 the previous year. It will be payable as of 27 June 2005, in exchange for coupon No. 79, at the counters of Banque Degroof, as well as at our registered office at 40, avenue Herrmann-Debroux, BE-1160 Brussels. Statutory elections The directorships of Mrs Claude Lippens and Count Richard Goblet d' Alviella expire at the end of this General Assembly Meeting. These people are re-eligible for election for a new six-year term. In accordance with the law and the Articles of Association, we ask you to give discharge to the directors and to the auditor for their work over the period that ended on 31 March 2005.

* * * In order to comply with the Act of 6 March 2004, the shareholders have been invited to attend an Extraordinary General Meeting on Tuesday 31 May 2005 at 17.00 in order to adopt a reworking of the Articles of Association in order to bring them into line with the Companies Code.

* * * In accordance with the law, we are including and commenting on in this report the consolidated balance sheet and the profit and loss statement of our group of companies at 31 March 2005, as well as the related appendix. The Board of Directors is not aware of any circumstances or events occurring after the balance sheet’s date (other than those described above) that could affect the normal operation of the company’s activities. The company does not have any branches The company did not carry on any distinct activity as regards Research and Development. None of the company’s own shares were acquired by the company itself or by any direct subsidiary. The Board of Directors states that no decision has been carried out and no operations have been decided that would fall under the application of Article 523 of the Company Code concerning conflicts of interest with directors. No special mission was assigned to an auditor during the year. This management report will be filed in accordance with the law and shall be kept at the registered office.

The Board of Directors 6 June 2005

F i n a n c i a l y e a r 2 0 0 4 / 2 0 0 5

ISCAL SUGAR s.a.Registered Offi ce

Factory in FONTENOYChaussée de la Sucrerie 1

BE-7643 Fontenoy - BelgiumTel. +32 (0)69 87 17 11Fax +32 (0)69 44 44 16

Factory in MOERBEKEOpperstraat 108

BE-9180 Moerbeke-Waas – BelgiumTel. +32 (0)9 346 85 91Fax +32 (0)9 346 90 12

Factory in VEURNEZuidburgweg 40

BE-8630 Veurne – BelgiumTel. +32 (0)58 31 01 90Fax +32 (0)58 31 43 61

Factory in BRUSSELS Rue de l’Intendant 156


Factory in FRASNES Route d’Hacquegnies 2

BE-7911 Frasnes-lez-Buissenal - BelgiumTel. +32 (0)69 87 17 11Fax +32 (0)69 44 44 16www.iscalsugar.com

EURO STAR HOLLAND BVZuiveringweg 14

NL-8243 PZ LelystadThe Netherlands

Tel. +31 320 25 43 44 Fax +31 320 25 26 12

www.euro-star-holland.com

BUNDABERG SUGAR LIMITED 4 Gavin street - Bundaberg


www.bundysugar.com.au

BUNDABERG FOUNDRY ENGINEERS LIMITEDPerry street – Bundaberg


www.bfel.com.au

CIE SUCRIERE scarlBP 10 – Kwilu-Ngongo (Bas-Congo)

Democratic Republic of CongoContact in Belgium :

Tel. +32 (0)2 661 19 11Fax +32 (0)2 661 19 21

GROUPE SUCRIER s.a. Registered Offi ce :

Route d’Hacquegnies 2BE-7911 Frasnes-lez-Buissenal - Belgium

Location in Brussels :Avenue Herrmann-Debroux 40-42


www.groupesucrier.be

GALACTIC s.a.Sales department – Marketing :

Chaussée de Saint Job 12 BE-1180 Brussels – Belgium

Tel. +32 (0)2 332 14 00Fax +32 (0)2 332 16 11

Factory :Place d’Escanaffl es 23

BE-7760 Escanaffl es – BelgiumTel. +32 (0)69 45 49 21Fax +32 (0)69 45 49 26

www.lactic.com

Anhui BBCA & GALACTICLactic Acid Company Limited

Daging Road 73 - Bengbu233010 Anhui – ChinaTel. +86 552 49 28 716

FINASUCRE s.a.Avenue Herrmann-Debroux 40-42 • BE-1160 Brussels – Belgium

Tel. +32 (0)2 661 19 11 • Fax +32 (0)2 672 02 22www.fi nasucre.com

COMPANIES

This report is also available in French, in Dutch and on our website www.fi nasucre.comCe rapport est disponible en français, en néerlandais et sur notre site www.fi nasucre.com

Dit verslag is beschikbaar in het Frans, in het Nederlands en op onze website www.fi nasucre.com

A n n u a lr e p o r t

2 0 0 42 0 0 5

Société Financière des SucresS o c i é t é A n o n y m eN° d’entreprise 0403219201 - RPM BRUXELLES

avenue Herrmann-Debroux 40-42B E - 1 1 6 0 B R U S S E L S - B E LG I U MTel. +32 (0)2 661 19 11 - Fax +32 (0)2 672 02 22

W W W . F I N A S U C R E . C O M

05-0208 finasucre-int gb...sales department – marketing : chaussée de saint job 12 be-1180...

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