Raport roczny Grupy ORLEN - Notes to consolidated financial

item_report_en_finance_notes_to_consolidated_financial_statements_2011
Notes to consolidated financial statements (all amounts in PLN thousand)
1. General information
1.1. Principal activity of the Group, composition of the Management Board and Supervisory Board of the Parent
Polski Koncern Naftowy ORLEN S.A. seated in Płock, 7 Chemików Street (“Company", “PKN ORLEN", “Issuer") was established through
transformation of a state-owned enterprise into a joint stock company, on the basis of the Public Notary Act of 29 June 1993. The Company was
registered as Mazowieckie Zakłady Rafineryjne i Petrochemiczne “Petrochemia Płock" S.A. in the District Court in Płock. Effective 20 May 1999, the
Company changed its business name to Polski Koncern Naftowy Spółka Akcyjna.
On 7 September 1999, Centrala Produktów Naftowych (“CPN") Spółka Akcyjna was incorporated, thus CPN was removed from the commercial
register. Effective 12 April 2000, the Company changed its business name to Polski Koncern Naftowy ORLEN Spółka Akcyjna. According to Warsaw
Stock Exchange classification PKN ORLEN belongs to oil and gas sector. The principal activity of the Polski Koncern Naftowego ORLEN S.A. Capital
Group ("ORLEN Capital Group", "Capital Group",) includes: Processing of crude oil and manufacturing of oil derivative products and semi finished
products (refinery and petrochemical);
Manufacture of basic chemicals, fertilizers and nitrogen compounds, plastics and synthetic rubber;
Purchase, processing and trade of used lubricant oils and other chemical waste;
Manufacturing, transfer and trade in heating energy and electricity;
Domestic and foreign trade on own account, on a commission and as a consignee, including in particular: the trade in crude oil, oil derivative
and other fuel, sale of industrial and consumer goods;
Research and development activity, project work, construction and production activities on own account and as a consignee, in the areas of
processing, storage, packaging and trade in solid, liquid and gaseous oil fuels, derivative chemical products as well as transportation: road,
rail, water and by pipeline;
Storage of crude oil and liquid fuels, creation and management of oil stock in accordance with appropriate regulations;
Services connected to the principal activity, in particular: sea and land reloading, refi ning of gas and oil including ethylization, dyeing and
blending of components;
Overhaul of appliances used in principle activities, especially refi nery and petrochemical installations, oil storage appliances, petrol stations
and means of transportation;
Operation of petrol stations, bars, restaurants and hotels as well as catering activities;
Financial holding activities, brokerage and other fi nancial activities;
Natural gas and crude oil exploration and extraction;
Services to the entire society, medical services, fi re protection, education.
Concessions
The Group, due to its operations of a high importance to the public interest, is the owner of particular concessions granted by proper bodies of the
public administration based on proper regulations.
Name of concession as at 31/12/2011
remaining concession periods (in years)
Electrical energy: manufacturing, transmission, distribution and trade
6-14
Heating energy: manufacturing, transmission, distribution and trade
9-19
Liquid and gaseous fuels: manufacturing, transmission, distribution, trade, storage and
2-42
transportation
International profit-making road transportation services
2
Non-reservuar storage of crude oil and liquid fuels
18
Rock salt: exploitation and recognition
2-22
Exploration and recognition of crude oil and natural gas
5
Personal and property security services
indefinetely
The process of granting concessions in the Group is periodical and is administrative in nature. The Management Board believes that the probability
of failure in obtaining concessions is remote. The Group as the owner of the particular concession is paying annual fees that are recognized in the
profi t for the period. As at 31 December 2011 and 31 December 2010 the Group had no liabilities related to concession services in scope of IFRIC
12.
Shareholders’ structure
Shareholders holding directly or indirectly via related parties, at least 5% of total votes at the General Shareholders’ Meeting as at 31 December
2011.
Number of shares
Number of voting rights
Nominal value
% Share
of shares (in PLN)
in share capital
State Treasury
117 710196
117 710 196
147 137 745
27,52%
Aviva OFE*
21 744 036
21 744 036
27 180 045
5,08%
Other
288 254 829
288 254 829
360 318 536
67,40%
Total
427 709 061
427 709 061
534 636 326
100,00%
*according to the information obtained by the Parent Entity as at 9 Feburary 2010.
Composition of the Management Board of the Parent
as at 31.12.2011
Dariusz Krawiec - President of the Management Board, General Director
Sławomir Jedrzejczyk - Vice-President of the Management Board, Chief Financial Officer
Krystian Pater - Member of the Management Board, Refinery
Grażyna Piotrowska-Oliwa - Member of the Management Board, Sales (since 30 June 2011)
Piotr Wielowieyski - Member of the Supervisory Board (from 9 December 2011 till 9 March 2012 delegated to act temporarily as a Member of
the Management Board, Petrochemistry)
as at the date of authorization of consolidated annual report
Dariusz Krawiec - President of the Management Board, General Director
Sławomir Jedrzejczyk - Vice-President of the Management Board, Chief Financial Offi cer
Piotr Chełminski - Member of the Management Board, Petrochemistry
Krystian Pater - Member of the Management Board, Refinery
Marek Podstawa - Member of the Management Board, Sales
Composition of the Supervisory Board of the Parent
as at 31.12.2011
Maciej Mataczynski - Chairman of the Supervisory Board
Marek Karabuła - Deputy Chairman of the Supervisory Board
Angelina Sarota - Secretary of the Supervisory Board
Grzegorz Borowiec - Member of the Supervisory Board
Artur Gabor - Member of the Supervisory Board
Krzysztof Kołach - Member of the Supervisory Board
Leszek Jerzy Pawłowicz - Member of the Supervisory Board
Piotr Wielowieyski - Member of the Supervisory Board (from 9 December 2011 till 9 March 2012 • delegated to act temporarily as a Member
of the Management Board, Petrochemistry)
Janusz Zielinski - Member of the Supervisory Board
as at the date of authorization of consolidated annual report
Maciej Mataczynski - Chairman of the Supervisory Board
Angelina Sarota - Secretary of the Supervisory Board
Cezary Banasinski - Member of the Supervisory Board
Grzegorz Borowiec - Member of the Supervisory Board
Artur Gabor - Member of the Supervisory Board
Michał Gołebiowski - Member of the Supervisory Board
Leszek Jerzy Pawłowicz - Member of the Supervisory Board
Detailed information on changes in the composition of the Management Board and Supervisory Board of PKN ORLEN are disclosed in point VIII.8.7
of the Management Board Report on the Operations of ORLEN Group.
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