chs 2012 financial_report

Financial report

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3BOUYGUES CONSTRUCTION_2012 FINANCIAL REPORT

05.MANAGEMENT REPORT

18.CONSOLIDATED FINANCIAL STATEMENTS

24.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

24. Signifi cant events24. Accounting policies and valuation

methods under IFRS32. Non-current assets37. Current assets39. Shareholders’ equity40. Non-current and current provisions41. Non-current tax assets and liabilities42. Non-current and current debt44. Change in net surplus cash45. Other current liabilities46. Sales and other revenues from

operations

47. Operating profi t47. Income from net surplus cash and other

fi nancial income and expenses48. Income tax expense48. Basic and diluted earnings per share49. Segment information52. Financial instruments54. Off balance sheet commitments56. Headcount and employee benefi t

obligations58. Disclosures on related parties and on

remuneration of directors and senior executives

59. Additional cash fl ow statement information

60. Discontinued and held-for-sale operations

60. Principal exchange rates60. Auditors’ fees61. List of principal consolidated entities

at 31 December 2012

67.STATUTORY AUDITORS’REPORT ON THECONSOLIDATEDFINANCIAL STATEMENTS

68.PARENT COMPANYFINANCIAL STATEMENTS

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Major contracts signed • Paris law courts complex

(€823m)• Nîmes-Montpellier railway

bypass (€733m)• Hong Kong – Zhuhai –

Macao bridge (€607m)

Projects under construction• Qatar Petroleum Disctrict in Doha • New French Ministry of Defence

in Paris• Amiens-Picardie hospital• Kai Tak Cruise Terminal Building• Port of Miami Tunnel

Completed projects• Gautrain rail link in South Africa• Royal Canadian Mounted Police

headquarters in Surrey

Sustainable construction• 49% of the R&D budget is

devoted to sustainable construction (46% in 2011)

HIGHLIGHTS€17.1 bnOrder book

+12%

€10.6 bn2012 SalesOf which 47% abroad

+9%

55,400Employees

€364MCurrent operating profi t

+ €11M

€267MNet profi t att. to the Group

+18%

15A record order intake with 15 contracts greater than €100m.

AN OUTSTANDING YEAR FOR BOUYGUES CONSTRUCTION

2012

47%

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Management report

Operating in 80 countries worldwide, Bouygues Construction is a global player in the building, civil works, energy and services markets. It has recognised know-how at all stages of a project, from fi nancing and design to construction, operation and maintenance.Its 55,000-plus employees develop and implement effective and innovative solutions that enhance people's quality of life and protect the environment.

GROWTH STRATEGY AND OPPORTUNITIESBouygues Construction is continuing to pursue growth in the most buoyant regions of the world, offering its customers compre-hensive and innovative solutions, especially in energy and environmental performance. Its strategic growth priorities are comple-mentary.

HIGH VALUE-ADDED PROJECTSOver the last 20 years, Bouygues Construction has developed high-level expertise in public-private partnerships and concessions, com-pleting over a hundred projects in France and around the world. In the property development segment, it draws on a network of specialist fi rms in France and other European countries and on specifi c investment funds, especially for BBC low-energy and HQE® (High Environ-mental Quality) buildings.

SUSTAINABLE CONSTRUCTIONSustainable construction is how Bouygues Construction puts its sustainable develop-ment policy into practice. Through eco-design, the company can offer solutions that deliver effective environmental and economic per-formance throughout a building's lifetime. The approach is gradually being extended to neigh-bourhood and city level. From design to oper-ation, Bouygues Construction companies enter into contractual commitments to meet performance targets set jointly with their cus-tomers and partners.

ENERGY AND SERVICESBouygues Construction's energy and services businesses enable the company to take posi-tions on promising energy-performance mar-kets and to offer full-service solutions that generate recurring long-term income. The com-pany is also strengthening its positions in high-technology segments such as broadband, very-high-speed services and data centres.ETDE is being renamed Bouygues Energies & Services in 2013 to better assert its position as a full-service operator and its complemen-tarity with Bouygues Construction's design-build activities.

INTERNATIONAL MARKETSBouygues Construction operates on interna-tional markets on a long-term basis through local subsidiaries or on one-off major projects. The two approaches are complementary and give the company the necessary fl exibility to mobilise its resources quickly on high-potential markets. As a result of this strategy, Bouygues Construction generates half its sales on inter-national markets.

STRENGTHSBouygues Construction has many strengths to draw on in all its lines of business:• an international presence and experi-ence of managing complex projects: motivated people with high-level technical skills enable the company to meet the needs of its public and private customers and make the most of future opportunities;

•a robust fi nancial situation and good performance: over the last ten years, Bouygues Construction has demonstrated its capacity to generate revenue growth while preserving profi tability, backed up by a healthy and robust fi nancial situation;•the capacity to adapt to changing markets: the value and depth of its order book give the company visibility that enables it to promptly adjust costs and concentrate investment on the most buoyant markets;•a policy of controlling operating and fi nancial risks: strict application of proce-dures at all levels of the company guarantees that the right projects are selected and carried out smoothly.

OUTLOOK FOR 2013 In a still-tough economic climate, Bouygues Construction has set its sales target for 2013 at €10.7 billion, 1% higher than in 2012.Bouygues Construction enjoys good visibility, backed up by:•orders at 31 December 2012 to be executed in 2013 worth €8.5 billion, cover-ing 79% of forecast sales;•sustained international activity outside Europe, especially in places less affected by the economic crisis, such as Hong Kong, Singapore, Qatar and Canada;•a long-term order book (more than fi ve years) worth €2.7 billion at 31 December 2012;•a sound fi nancial structure, with a net cash surplus of €3.1 billion;

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•an expanding range of sustainable construction products and services, with strong energy and environmental per-formance commitments. Tight control over the execution of major projects, a selective approach to orders in the face of competitive pressure and obtaining fi nancing for future projects will continue to be central priorities for Bouygues Construction in 2013.

COMPETITIVE POSITIONINGGiven the organisational structure of its direct competitors, it is diffi cult to make like-for-like comparisons between them and Bouygues Construction. Based on the 2011 ranking pub-lished by trade magazine Le Moniteur in December 2012, Bouygues' construction businesses arm (Bouygues Construction, Bouygues Immobilier, Colas) is the second largest in Europe after Vinci's Contracting divi-sion, ahead of the Spanish fi rm ACS (consoli-dated with Hochtief from June 2011) and the French contractor Eiffage. In the ENR ranking for 2011, Bouygues' construction businesses, represented by its three business areas, made it the fourth-largest international construction fi rm, based on the share of sales generated on international markets.In a French building and civil works market worth about €200 billion according to a Euroconstruct estimate in December 2012, Bouygues Con-struction (excluding Bouygues Energies & Serv-ices) is one of the top three French contractors ahead of Eiffage Construction and behind Vinci Construction (2011 ranking published by the trade magazine Le Moniteur in December 2012). The market also includes many small and medium-sized fi rms. In energy and services, Bouygues Energies & Services is in sixth place after GDF Suez Énergie Services, Vinci Énergies, Dalkia, Spie and Eiffage Énergie (2011 ranking published by the trade magazine Le Moniteur in December 2012).

RECORD COMMERCIAL ACTIVITY, A ROBUST OPERATING MARGIN AND A SOUND FINANCIAL STRUCTUREA RECORD ORDER INTAKE: €11,976MOrder intake in 2012 rose 9% versus 2011 to

a record €11,976 million and included 15 contracts worth over €100 million each (nine on international markets), three of which were worth over €300 million.Order intake in France rose 5% to €7,199 mil-lion, boosted by the conclusion of two major public-private partnership (PPP) projects: the Paris law courts complex and the Nîmes-Montpellier railway bypass.On international markets it rose 16% to €4,777 million, driven by the order for a sec-tion of the bridge linking Hong Kong to Macao and more generally by commercial successes in countries less hard-hit by the economic crisis, such as Switzerland, Thailand and Canada. It was also boosted by the integration of Thomas Vale in the UK.Buildings with environmental certification accounted for 57% of the order intake, com-pared with 55% in 2011.

GROWTH IN THE ORDER BOOK (UP 12%)The order book rose by 12% year-on-year to stand at €17.1 billion at year-end, with inter-national markets accounting for 45% of the total. Orders to be executed in 2013 amounted to €8.5 billion. An increase in the medium- and long-term end of the order book gives greater visibility, especially in energy and services activities. At the end of 2012, the order book for execution beyond one year was therefore up 16% year-on-year

ROBUST SALES GROWTH: €10,640M (UP 9%)Sales rose by 9% in 2012 to €10,640 million, with building and civil works accounting for 86% and energy and services for 14%. Both France, where sales increased 5% to €5,612 million, and international markets, up 13% to €5,028 million, contributed to this growth, accounting for 53% and 47% of sales respectively.Outside France, sales were boosted by the acquisition in 2011 of Leadbitter, consolidated from the second quarter of 2011, and Thomas Vale, the acquisition of which was completed in June 2012. Both these transactions were carried out in the UK.Like-for-like and at constant exchange rates, sales rose by 4%.

A RISE IN NET PROFIT: €267M (UP 18%)Current operating profi t remained satisfactory at €364 million, €11 million more than in the previous year, a rise of 3%, yielding an operat-ing margin of 3.4%, down 0.2 points. Financial income, at €33 million, remained at the same level as in the previous year, despite the decline in income from net surplus cash which was due to the impact of the fall in the interest rates on Bouygues Construction's cash sur-plus. After a tax charge of €129 million, net profi t attributable to the Group rose sharply to €267 million in 2012, representing 2.5% of sales.

A VERY SUBSTANTIAL CASH SURPLUS: €3,093M (UP €224M)Bouygues Construction had a net cash sur-plus of €3.1 billion at end-2012, €224 million more than in 2011, thus further strengthening its robust fi nancial structure.

DEVELOPMENTS IN BOUYGUES CONSTRUCTION'S MARKETS AND ACTIVITIESThe world's construction needs remain at a very high level, especially for urban amenities, energy infrastructure, schools and universi-ties, and cultural and leisure facilities.In industrialised countries, Bouygues Construction takes advantage of its exper-tise in partnership contracts (design, build, operate) to offer customers increasingly competitive solutions for complex major projects. Markets in emerging countries are more buoyant due to factors such as high growth rates and sovereign wealth funds, holding out attractive prospects for Bouygues Construction's businesses. The company can rapidly mobilise its resources on high-potential markets, as demonstrated by the major contracts concluded in Asia in 2012.Demand for sustainable construction is more or less mature depending on the country. It is well-advanced in France, where the govern-ment plays a key role in stepping up efforts to make both new and renovated buildings more energy-effi cient, and in several other countries of Western Europe (UK and Switzerland), North America (Canada) and Asia (Singapore,

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Hong Kong). Where countries are less advanced in this sphere, Bouygues Construc-tion takes a proactive stance, especially in promoting the environmental certifi cation of its projects.

BUILDING AND CIVIL WORKSSales in the building and civil works seg-ment rose to €9,099 million, 10% higher than in 2011 (€8,300 million* in 2011). Sales amounted to €4,525 million in France and €4,574 million on international markets (80 countries).

FRANCEWith a slightly higher level of activity than in 2011, the French market was one of the most resilient in Western Europe.

In the Paris region, public and private invest-ment in residential property remained steady, with private investment encouraged by the Scellier tax incentive scheme, amongst other factors, which ended in December 2012. Activity was also sustained by major infrastructure projects, many of them awarded in recent months within the frame-work of the Grand Paris project.

In the rest of France, the building market is still under pressure and projects are tending to become smaller. Diffi culties in raising fi nance make the conclusion of large-scale projects longer and more complex. Pros-pects for growth exist, notably with the approach of municipal elections in 2014, which should boost civil works, and the increase in municipalities' obligatory social housing quota mandated by the Urban Solidarity and Renewal Act.

2012 SALES: €4,525M (UP 5%)Bouygues Construction's building activity in the Paris region was sustained by the major amenity projects booked in 2011, such as the Beaugrenelle shopping centre, the Paris Philharmonic Hall, the Paris Zoological Park and the French Ministry of Defence. The National Archives building at Pierrefi tte-sur-Seine, begun in 2009 and handed over

during the year, highlights Bouygues Con-struction's ambitious environmental approach.

Private renovation and construction activity also fl ourished, both in the residential seg-ment (handover of the Suresnes-Sentou residential complex) and the commercial segment (Lumen new office project at Montrouge), as well as mixed-use projects such as the transformation of Laennec Hospital in Paris into offi ces and housing and the Fort d'Issy eco-neighbourhood in Issy-les-Moulineaux.

Commercial activity was sustained by pub-lic-sector orders, especially PPPs such as the Paris law courts complex and the Saint-Quentin-en-Yvelines Velodrome, orders for which were booked in early 2012.

Despite diffi culties related to the economic crisis, orders remained fi rm for both private-sector renovation projects, especially in the commercial segment (The Ritz Paris Hotel, Tour Athéna in La Défense, Quai Le Gallo offi ces in Boulogne-Billancourt) and new-build projects (Saussure-Cardinet offi ce complex in Paris, Val de Bièvre complex at Gentilly).

Elsewhere in France, Bouygues Construc-tion's fi ve regional building subsidiaries held up well in a depressed economic envi-ronment. The construction of amenities, especially public hospitals, helped to cush-ion the decline in activity. Bouygues Con-struction handed over the Metz-Thionville hospital in 2012 and work continued on the Amiens-Picardie and Orléans hospitals. The ongoing reconfi guration of the Velodrome Stadium in Marseille is a showcase example of Bouygues Construction's expertise in the construction of leisure facilities and the execution of works on sites in use.

The order for the Cité Municipale in Bordeaux, a positive-energy building to house the city's municipal services, illus-trates Bouygues Construction's energy per-formance commitments.

In civil works, Bouygues Construction has regional agencies all over France that special-ise in smaller-scale civil engineering projects and earthworks. In addition to its core busi-ness, the company also carries out complex major projects like ongoing civil engineering works for the Flamanville EPR nuclear power plant and LNG storage tanks in Dunkirk.

Another commercial highlight of 2012 was the order, in the framework of a PPP, for the Nîmes-Montpellier railway bypass project. It will be France's fi rst shared-track high-speed line, carrying both freight and passengers.

EUROPEThe construction market in Europe continued to contract in 2012.In Western Europe, Bouygues Construction subsidiaries are particularly active in the UK, where the market is worth €158 billion, and in Switzerland (€50 billion). In the UK, budget pressures have crimped public-sector investment, while the civil works market, buoyed in 2011 by preparations for the London Olympics, has fl agged since then. The construction market in Switzerland is fi rm, especially for housing, boosted by his-torically low interest rates.

Investment capacity in Eastern Europe has suffered from a decrease in EU funding and a tightening of national budgets. Infra-structure needs are still considerable, however, holding out bright prospects for the medium term.

2012 SALES: €1,979M (UP 8%)*In the UK, Bouygues Construction, which already has an extensive presence in London and the south of England, strengthened its coverage. The acquisition of Thomas Vale gives the company a foothold in the dynamic Midlands region, while the acquisition of Leadbitter has brought strong positions in the south of England and in Wales. Commercially, Bouygues Construction capitalises on its school-building expertise. Three projects to

* 2011 sales restated, comparable to 2012

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renovate schools while still in use were suc-cessfully completed during the year. Further-more, the University of Essex, near Colchester, has chosen the company to design and build its new student hall of residence.In the south of England, Bouygues Construction took an order for the design and construction of an up-market, three-tower complex in South-ampton, while work on the Mary Rose museum in Portsmouth neared completion.

Demand in Switzerland remained strong, especially on the housing market. Bouygues Construction took advantage of its expertise in putting together major property develop-ment projects: the company continued work on the Eikenøtt eco-neighbourhood in Gland. Bouygues Construction also has acknowl-edged expertise in "multi-product" projects including offi ces, shops, housing and leisure facilities, as illustrated by the complexes cur-rently under construction in Monthey, Thun and Zurich. The company continued to expand in the German-speaking part of the country, winning a contract to build offi ces for the Swiss post offi ce in Bern.

In Eastern Europe, Bouygues Construction has acquired a number of well-established local fi rms in recent years, notably in Poland, Hungary and the Czech Republic, which con-tinued to expand their building activities.

Elsewhere in Europe, Bouygues Construction is also involved on a one-off basis in major infrastructure projects such as the new con-fi nement shelter for the damaged nuclear reactor at Chernobyl in Ukraine, which is being built in partnership with Vinci.

ASIAConstruction markets in Asia are particularly buoyant, with continuing high growth rates sustained by effective government interven-tion. Bouygues Construction benefi ts from its position as a long-standing player in Hong Kong, though local and foreign competition is intensifying. Thailand, where growth was hit by the fl oods in 2011, is now experiencing an economic revival. Singapore's thriving

economy benefi ts all sectors, especially construction. Attractive possibilities also exist in some other emerging regions, though the risk factor is high.

2012 SALES: €1,469M (UP 31%)In Hong Kong, the Civil Aviation Department headquarters building was handed over. Activ-ity was sustained by major projects begun in 2011, including the Kai Tak Cruise Terminal building and two sections of the rail tunnel for the Hong Kong to Guangzhou high-speed rail link. The commercial highlights of 2012 were orders for a section of the gigantic bridge link-ing Hong Kong, Zhuhai and Macao and for the Trade & Industry Tower.

Bouygues Construction remains a recog-nised player on the Asian building market, especially for high-rise structures. Major residential complexes are under construction in Singapore. In Bangkok, the company has taken orders for three residential towers in a highly desirable business neighbourhood and for the Mahanakhon tower which, on handover in 2015, will be the highest in the Thai capital and a historic record for Bouygues Construction. Work continues on the Singapore SportsHub, the world's largest sports-related PPP project.In Turkmenistan, activity was sustained by ongoing work on projects booked in 2011, including a turnkey five-star hotel, the Finance Ministry and renovation of the Rukhiet Palace, completed during the year. In early 2013, Bouygues Construction took orders for the Congress Centre and Theatre and Concert Centre in the capital, Ashgabat.

AFRICA – MIDDLE EASTEconomic growth has dipped in North Africa, due in particular to a drop in tourist revenue at the time of the Arab Spring and the deteriorating economic situation of the euro zone, on which North African countries depend for much of their trade. Sub-Saharan Africa has resisted the global economic downturn, with the exception of South Africa. However, transport infrastruc-ture needs and the exploitation of natural resources make this a high-potential region.

Oil-exporting Middle Eastern countries are taking advantage of high oil prices to step up their investment in major infrastructure projects. Qatar in particular is investing in preparation for the FIFA World Cup which will be taking place there in 2022.

2012 SALES: €711M (DOWN 7%)In Africa, Bouygues Construction's building and civil engineering fi rms work together on major infrastructure projects.In Equatorial Guinea, Bouygues Construction has taken an order to build a portion of the Bata seafront road as part of the govern-ment infrastructure modernisation pro-gramme. The company is also continuing to build the national headquarters of the Bank of Central African States at Malabo and a two-lane motorway linking Bata to the east of the country.In Morocco, work is continuing on the second container port in Tangier. Line 3 of the Cairo metro in Egypt was completed during the year.In Ivory Coast, Bouygues Construction started work on the Riviera Marcory bridge in Abidjan, which it will also operate. The project will be one of the fi rst concessions in West Africa.

In South Africa, the last section of the tunnel for the Gautrain, a fast rail link between Johannesburg, Pretoria and Johannesburg International Airport, came into service.In the Middle East, Bouygues Construction is involved in complex major projects such as the Hodariyat bridge in Abu Dhabi (United Arab Emirates), handed over in early 2012, and the Qatar Petroleum Dis-trict, a vast complex that includes nine high-rise of fice buildings, currently under construction in Doha.

AMERICAS – CARIBBEANThe economic situation in the Americas is contrasted, differing very considerably from one country to another. Some markets seem to be riding out the economic storm better than others. Bouygues Construction is involved in major facilities and infrastruc-ture projects in the region (Canada, Cuba).

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2012 SALES: €414M (UP 45%)Bouygues Construction has long-term opera-tions in Cuba, where it is a recognised special-ist in the construction of turnkey luxury hotel complexes. In 2012, the company took orders for luxury hotel complexes on Laguna del Este on Cayo Santa Maria and on Cayo Coco.In Jamaica, the last section of Highway 2000 came into service, illustrating Bouygues Construction's involvement in the develop-ment of the country's road and motorway network over a number of years.At Baluarte in Mexico, Bouygues Construction completed its work on the world's highest cable-stayed bridge.In Canada, Bouygues Construction handed over the Royal Canadian Mounted Police head-quarters in Surrey and won the contract to build a set of sporting facilities in Ontario for the 2015 Pan American Games.

In the United States, work is continuing on the Miami port tunnel within the framework of a 35 year public-private partnership.

ENERGIES AND SERVICESETDE was renamed Bouygues Energies & Services on 1 January 2013 to better assert its position as a full-service operator and its complementarity with Bouygues Construction's design-build activities.Bouygues Energies & Services contributed €1,541 million to Bouygues Construction's consolidated sales, 3% more than in 2011 (€1,502 million*). Bouygues Energies & Services has three business lines: network infrastructure (52% of sales), electrical and HVAC engineering (25%) and facilities man-agement (23%).Demographic growth, spreading urbanisation and increasingly scarce raw materials mean that energy and environmental performance is a central concern. Fast-growing telecommuni-cations needs have also increased demand for network infrastructure. These two key trends on the energy and services markets offer Bouygues Construction sources of growth, both in the countries where it has most of its operations (France, the UK, Switzerland and Canada) and in emerging countries, especially in Africa.

In France, the market in very concentrated.Short-term economic uncertainties remain due to pressure on central and local govern-ment budgets, affecting network infrastruc-ture works in particular, and the diffi culty of raising private fi nance, especially for com-mercial property projects and public-private partnerships. The situation is aggravated by fi erce price competition on a highly concen-trated market.

FRANCE 2012 SALES: €1,087M (UP 3%)

Bouygues Energies & Services, through its network infrastructure subsidiary, is a leading player in the development of digital networks in France and is involved in 15 public service delegations, representing 12,000 km of opti-cal fi bre serving 6.5 million people. The con-tract awarded in 2011 for the development and management for 25 years of the broad-band and very-high-speed network in the Vaucluse département in the south of France is now under way.

Bouygues Energies & Services won a 20-year public lighting contract in Valenciennes, in northern France, and is continuing the con-tracts begun in 2011, especially the major energy performance contract with the City of Paris that aims to achieve a 30% reduction in the city's energy consumption by 2020 in comparison with the level in 2004. In electrical and HVAC engineering, Bouygues Energies & Services has com-pleted work on the Metz-Thionville hospital, handed over in 2012, and is continuing work on the Amiens-Picardie hospital. Work is also continuing on the Pantin data centre, for which the order was booked in 2011.

In partnership with Bouygues Construction's building subsidiaries, Bouygues Energies & Services' facilities management subsidiary is involved in a number of PPP contracts, including the maintenance and operation of the French Ministry of Defence and the Paris law courts complex, the Cité Municipale in Bordeaux and the Saint-Quentin-en-Yvelines Velodrome.

INTERNATIONAL 2012 SALES: €454M (UP 3%)*

Bouygues Energies & Services is continuing to expand in its three main lines of business in Europe (especially in the UK, Switzerland and Hungary), in Africa (Congo, Gabon) and in North America (Canada).

On international markets, Bouygues Energies & Services is an expert in major turnkey elec-tricity network infrastructure projects. Its sub-sidiary in the segment started work on two new contracts in 2012: a second direct-current line in Finland and a high-voltage, rural elec-trifi cation and public lighting project in the north of Gabon.In electrical and HVAC engineering, Bouygues Energies & Services is involved in complex projects like the Enfi eld data centre in the UK.In Canada, Bouygues Energies & Services has a 30-year facilities management con-tract for Surrey Hospital and a 25 year con-tract for the RCMP headquarters. Both in France and internationally, facilities man-agement contracts guarantee Bouygues Energies & Services recurring long-term income.

RISK MANAGEMENT POLICYThe risks facing the Bouygues Construction group in 2012 were of the same nature as those identifi ed in previous years: operational risks relating to major projects, country risk, recession-related risk and compliance risk.

INTERNAL CONTROL EVALUATION OF INTERNAL CONTROL

For the second successive year, the self-assessment campaign covered extended organisational and functional scopes. This campaign addressed 15 common themes (eight covering general principles, and seven covering accounting and fi nancial princi-ples), chosen to refl ect the key issues for the Bouygues Construction group (legal compli-ance, information systems, treasury, etc). All entities took part, so as to ensure a uniform approach across the Group.In addition, each entity had the option of adding * 2011 sales restated, comparable to 2012

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extra themes to its own assessment, and of defi ning its own scope for deployment. Overall, the campaign involved over 600 people in around 100 entities or units. The average number of principles assessed was 180 at entity level, and 150 at profi t centre level.The self-assessment campaign was con-ducted during the spring, with summary reports presented in the autumn. The data collected were used to compile findings about the effectiveness of internal control within Bouygues Construction, and to develop and implement action plans with a view to constantly improving the internal con-trol system.

Each entity developed its own action plan. At Bouygues Construction level, managers of the support functions and centres of excellence are overseeing action plans for the common themes, broadening and deepening actions already in progress:• Legal compliance: the rollout of the ethics policy continued in 2012, with ethics and com-pliance training programmes deployed at entity level, and the phased integration of these issues into existing managerial and commercial training.• Information systems: the aim is to con-tinue, enhance and strengthen security based on the components of ISO 27000: implementation of the information systems security policy, tightening access controls (especially for critical applications), and pro-tection of sensitive data.• Treasury: the introduction of a treasury management tool and a bank cash pool is ongoing, with the objective of achieving tighter control over treasury management and the risk of payment instrument fraud.• Accounting and fi nancial control: within the context of the rollout of the Group’s new accounting and fi nancial information system, the objectives here are to manage segregation of duties via tighter authorisation controls and to monitor mitigating controls.

The results of the 2012 self-assessment campaign showed progress in acceptance of the internal control approach and grow-

ing maturity among the teams responsible for implementation in all entities.By providing feedback and pooling their results, those involved are helping internal control to become a training, team-building and management tool. The experience gained from successive campaigns will improve the practices of those involved, which in turn will enhance the effectiveness of internal control.

RISK MAPPINGRisk mapping is now integrated into the Bouygues Construction management cycle as part of the strategic plan. It is also submitted to the Accounts Committee and the Board of Directors.This management process provides a shared vision of major risks at both entity and Group level, with the aim of constantly improving con-trol over these risks. In addition, synergies between risk management, internal control and internal audit can deliver added value in terms of the organisation’s control processes. For example, the 2013 audit plan includes assign-ments that are more closely targeted at the key risks identifi ed by the mapping process.The risk mapping campaign was conducted in the spring of 2012. The work done at entity level was supplemented by contributions from the support functions; this was used as the basis for preparing the risk mapping for the Bouygues Construction group as a whole.

As part of the campaign, key risk factsheets – which identify action plans – were updated.

RESOURCES DEPLOYEDThe internal control rollout strategy adopted by Bouygues Construction refl ects the Group’s decentralised structure, and the decision to rely on strong and highly-structured support functions. The control environment has been adapted accordingly:

• Role of the Bouygues Construction holding companyProject management is handled by a dedi-cated team within the Legal Affairs, Audit and Internal Control directorate. The holding com-pany plays the lead role in the process, co-

ordinates the self-assessment campaigns, and provides methodological support to the entities. It also prepares the Group-level sum-mary report, monitors transverse action plans, and drafts Group-level risk mapping.• Role of the entitiesWithin the entities, internal control is the responsibility of the General Counsel. Each entity compiles its own risk mapping, and presents it as part of the strategic plan. Inter-nal control correspondents are responsible for the evaluation process; this includes monitor-ing progress on the self-assessment campaign and drafting the summary report.Within operational units, the General Counsel is responsible for onward deployment.• Role of the support functionsThe support functions bind the process together, building on the work done at entity level. Managers of the support functions and centres of excellence are responsible for approving certain principles; they also prepare a summary report, and monitor transverse action plans. Most of the support functions also carry out risk mapping (accounting and fi nancial control, information systems, legal affairs, purchasing).• Training and awareness programmes A wide range of training and awareness cam-paigns ran alongside the campaign: imple-mentation of a computerised internal control self-assessment application, training for respondents and approvers, discussion forums and feedback meetings, committee meetings and seminars at support function level, and regular reporting to the Executive Committees.

ACCOUNTING AND FINANCIAL INTERNAL CONTROLThe entities have specifi c resources in both accounting and fi nancial control. Accounting teams may be centralised or decentralised, depending on the circumstances. Financial controllers – present at every level of the organisation – work closely with operational managers. Both functions operate on the double reporting principle.The fi nancial control function (over 900 staff) is headed up by the Financial Control and

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Accounting Director, to whom the Chief Accountant (responsible for the accounting function, with over 600 staff) reports.

Both functions have a role in deploying and adapting the Group’s accounting and fi nancial information system, and in reducing the lead-times to publication of accounting and fi nan-cial information.

An internal control campaign launch day was held in May 2012, and feedback meetings were held with various entities in late October.

The 2012 campaign provided an opportunity to revisit the key accounting and fi nancial themes such as compliance with accounting rules, organisation and security of information systems, and preparations for the accounting close. Overall, the scores achieved point to good levels of control in these various areas. Going forward, the accounting and fi nancial control teams remain committed to achieving further progress.

OPERATIONAL RISKS RISKS ASSOCIATED WITH MAJOR

PROJECTS IN THE DESIGN AND EXECUTION PHASESMajor projects are a potential source of risk for Bouygues Construction because of their size and number. They frequently involve com-plex packages (public-private partnerships, concessions, long-term contracts), for which risk allocation must be tailored to the capaci-ties of the company.

The types of risk inherent in major projects include:• in the design phase: design error, budget underestimation, poor assessment of the local environment, and inadequate contrac-tual analysis;• in the execution phase: business failure of a customer, partner or subcontractor, diffi culty in recruiting sufficient staff or adequately qualifi ed staff, and execution defects leading to cost overruns, quality problems or failure to meet deadlines.To achieve tighter control over these two

major risks, Bouygues Construction operates an organisational structure that refl ects the specific requirements of each business, backed up by rigorous approval and control procedures.

Each entity has access to substantial, highly-qualifi ed resources in technical fi elds such as design, costing, feasibility studies and meth-ods. Clusters of staff with extensive expertise in highly specialised areas (high-rise buildings, materials engineering, facades and sustain-able construction, for example) share knowl-edge and capitalise on experiences across all Bouygues Construction entities.

Support functions are organised on similar lines, with separate departments covering legal affairs, human resources, accounting, management control, information systems and procurement, all headed up by mem-bers of the Bouygues Construction manage-ment team. Specialist clusters dedicated to treasury management, fi nancial engineer-ing, tax and insurance provide expertise to all group entities.

Approval and control procedures apply at each key stage in design and execution. For major projects, project selection and key risks are subject to systematic monitoring.

Key operational risks are further mitigated by the fact that project execution teams are highly professional and adequately-staffed, and are actively supervised by experienced managers.

Design and execution processes are docu-mented in management systems at opera-tional unit level, and are subject to various measures designed to enhance performance and control: • Particular attention is paid to the pre-execu-tion phase of major projects, especially in design, contract drafting and site preparation.• In the design phase, external consultants are used to back up in-house expertise on technical issues for the highest-risk projects.• Regular costing audits are performed to check the reliability of procedures for

expenses, subcontractor budgets, and site supervision costs.• Support functions are always involved upfront, especially in contract management and procurement.• Particular care is taken in the selection and monitoring of customers and partners.• The subcontracting process is closely supervised, with major subcontractors and partners thoroughly assessed ahead of the awarding of highly-sensitive work packages (architectural, technical trades, etc.).• Risk monitoring is assisted by the use of specifi cally-developed procedures and tools.Specifi c areas of focus during 2012 included:• providing leadership to the Project Manage-ment and Worksite supervisory functions;• management of temporary workers and measures to combat illegal employment;• tightening of procedures in contractual management and operational planning.

No signifi cant operational risks materialized during 2012. However, two projects are sub-ject to special attention: the Gautrain project in South Africa, and the Miami tunnel project in the United States. For a description of the current status of these projects, see the claims and litigation section.

COUNTRY RISKBouygues Construction generates 53% of its business in France and 77% in OECD countries.

Outside these areas, the risks to which Bouygues Construction is exposed are of two types: political/social and economic/fi nan-cial. Political and social risks include those deriving from governmental actions such as embargoes, asset seizures or the freezing of bank accounts, and from general strikes or civil disturbances. Economic and fi nancial risks include currency devaluation, currency shortages or payment default.

Bouygues Construction uses a variety of means to limit these risks. Thorough investiga-tions are conducted before prospecting for business in a new country. It is company policy to suspend commercial activities in

RABO012_2à17_GB_BAT.indd 11 24/04/13 01:20

12

regions with a particularly serious political risk, and not to prospect for business in the highest-risk countries (in particular those experiencing serious civil or military unrest, or subject to United Nations embargo). The company also operates preventive legal, fi nancial and insur-ance measures. These include systematically halting projects in the event of non-payment, favouring the use of multilateral international fi nancing, and obtaining political risk insur-ance whenever it is available on the market on satisfactory fi nancial terms.

The Quality, Security and Environment depart-ments are becoming increasingly involved in regular reviews of the security situation in the countries in which Bouygues Construction operates, in liaison with the Bouygues group security department.

Regularly-updated business continuity plans are also in place. A key aim of such plans is to safeguard people, in particular by ensur-ing that guidelines issued by French embas-sies in at-risk countries are strictly followed, and by liaising with the embassies to develop evacuation plans for various alert levels. In addition, fl exible and responsive organisa-tional structures mean that in exceptional circumstances, Bouygues Construction can withdraw resources from countries where such risks materialise while keeping its losses to a minimum.

The political disturbances that marked 2012 in many countries had only a limited impact on the company’s business and personnel. Bouygues Construction continues to monitor very closely the situation in a number of Afri-can countries (Nigeria, Mali, Ivory Coast, and the Democratic Republic of Congo).

RECESSION-RELATED RISKThe European construction sector is operat-ing in a degraded macroeconomic environ-ment, especially with the euro zone recently moving into recession, and will continue to face diffi culties throughout 2013 in most market segments.Bouygues Construction, which generates 74%

of its sales in Europe, achieved sales growth during 2012 both in France (where the con-struction market in the Paris region remains very lively) and in the United Kingdom (via the acquisition of Thomas Vale).

Despite healthy levels of activity, market prices remain under pressure, and there is a growing risk of a slowdown in orders from the public sector.Like many companies in the industry, Bouygues Construction is fi nding it increasingly diffi cult to obtain the investment and bank fi nancing to secure complex transactions.In addition to the risk of a sharp downturn in activity during the three-year plan, Bouygues Construction may be faced with specifi c one-off problems connected with delays to or the abandonment of projects, and diffi culties in obtaining payment for ongoing projects. More-over, the counterparty risk to which Bouygues Construction is normally exposed (customers, subcontractors, suppliers, etc.) could increase signifi cantly.Nevertheless, the company has many strengths to help it resist and adapt to the economic climate. A diverse business mix and broad geographical footprint mean that it is less exposed than a mono-line or mono-region business.

In addition, Bouygues Construction is still exposed to a favourable business environment in some countries or sectors. This applies to the company’s established markets in Asia (Hong Kong and Singapore), but also to Cen-tral America (especially Cuba, where a grow-ing tourist industry with good future prospects is fuelling expansion in the hotel business). Prospects are positive for certain industries, such as open cast gold mines in Africa. The company is also engaged in a geographical diversifi cation strategy, focusing on expansion in buoyant markets (Australia, Canada) or in zones experiencing robust economic develop-ment (Sub-Saharan Africa).After stripping out long-term contracts (beyond 2017), the order backlog repre-sented 16.3 months of sales at end-Decem-ber 2012, giving good visibility on short-term

revenue prospects. Bouygues Construction uses forecasts to anticipate adverse trends, so that it can react appropriately and reallo-cate production resources to less affected markets or activities.

Finally, Bouygues Construction encourages job mobility between businesses and geo-graphical areas and the development of synergies between Group entities, so that it is always well placed to anticipate, react and adapt to changes in the economic envi-ronment.

COMMODITIES RISK Bouygues Construction is not exposed to com-modities risk.

INDUSTRIAL AND ENVIRONMENTAL RISKSBecause of the nature of its business (which is not subject to REACH regulations on classi-fi ed sites), the Bouygues Construction group is not exposed to signifi cant industrial or envi-ronmental risk.

LEGAL RISK COMPLIANCE RISK

In a poor economic climate, compliance breaches remain a significant risk for Bouygues Construction.

Consequently, the ethics policy was deepened in 2012. The training programmes that have been in place for several years were supple-mented by two new initiatives, spearheaded by the legal department:• following on from the programs provided to entity-level Executive Committees in 2011, training programs in ethics and compliance issues are being rolled out in each entity;• an ethics and compliance module is being incorporated as standard in existing manage-rial and sales training programs.

CLAIMS AND LITIGATION • South Africa – Gautrain ProjectBouygues Travaux Publics, in association with two local partners and Bombardier (rolling stock and electro-mechanical equipment),

RABO012_2à17_GB_BAT.indd 12 24/04/13 01:20


delivered the fi rst phase of a large-scale rail infrastructure project in June 2010 linking the country’s principal airport to Johannesburg and Pretoria. This phase has been in service since this date.

Delivery of phase 2 has been disrupted by disagreements between Bombela Ltd, the concession company holding the contract, in which Bouygues Travaux Publics owns a 17% equity stake, and Gauteng Province, regarding execution of the project works.

A problem arose in relation to the waterproof-ing of the tunnel in several sections of phase 2: water seepage levels were higher than stipulated in the technical specifications, according to Gauteng Province’s reading of the contract. This disagreement was referred to the Dispute Resolution Board (“DRB”) pro-vided for in the concession contract. The DRB found that the tunnel and its sealing against water infl ow were in compliance with specifi -cations in all sections other than the “Park Station to E2” section. Water seepage for this section was found to be higher than the levels stipulated in the con-tract technical specifi cations. Remedial works were carried out to rectify this problem at end-2011/beginning of 2012. As a result of this issue, the line did not come fully into service until 7 June 2012.

Gauteng Province is now challenging: • the validity of the DRB’s fi nding as to the compliance of the tunnel; • the effectiveness of the works required of the contractors by the DRB, and now completed; • the conditions of the acceptance and certi-fi cation of the transit system by the independ-ent engineer.

The Province has appealed the DRB decision to the Arbitration Foundation of South Africa (AFSA). The other issues will also ultimately be heard before the AFSA.

The parties have also referred a number of other disputes to the AFSA; the principal dis-

pute relates to the consequences of delays by the Province in expropriating the land needed for execution of the works. These delays seri-ously disrupted execution of the contract, and have had signifi cant fi nancial repercussions. Proceedings are ongoing, and the initial hear-ings on these disputes will be held at the end of 2013.

A further arbitration case relates to the con-struction of the Sandton Cavern station. Bombela proposed a variant solution which resulted in additional costs for Gauteng Prov-ince; this was disputed by the Province, given that the construction contract was a fi xed-price contract. The AFSA has issued a ruling that Bombela’s demand was valid. Further hearings are to be held by the AFSA during 2013 to determine whether the Province must bear the additional costs, and if so how much.

• France – Flamanville EPRBouygues Travaux Publics was awarded the civil engineering contract to build the Euro-pean Pressurised Reactor (EPR) at the Fla-manville nuclear power plant, which it signed with EDF on 2 October 2006.

Technical diffi culties since execution of this contract began have, in the past, already prompted the parties to amend its terms and conditions, in particular as regards price and delivery date.

Under an addendum to the contract, signed in 2011, an increase in the contract price was agreed. This mainly covered diffi culties encountered in the design and construction of the metal liners of pools for some of the reactors, and the cost of adapting construc-tion methods (largely to refl ect the growing complexity of reinforcement and concreting works). In addition, an industrial accident involving a temporary worker employed by a subcon-tractor of the consortium responsible for the works has led to a preliminary investigation for involuntary manslaughter. Employees of the consortium have been interviewed as part of this investigation.

Finally, another investigation is ongoing into suspected undeclared employment, illegal use of temporary workers, and irregularities in the reporting of industrial accidents. This investigation covers members of the consor-tium responsible for civil engineering, and various companies involved in the project. Managers of the various parties involved in the project have been interviewed.

• France – Île-de-France Regional Authority Contracts Following a Competition Council (now Com-petition Authority) ruling of 9 May 2007, the Île-de-France Regional Authority fi led a com-pensation claim in 2008 as relief for losses it claims to have incurred as a result of the anti-competitive practices of construction compa-nies in connection with the awarding of public works contracts for the renovation of second-ary school buildings in the region.

The Regional Authority’s urgent application to the Paris District Court was denied in a ruling issued on 15 January 2009 on the grounds that, prima facie, there were genuine reasons for objecting to the very principle of the com-pensation claim.

Invited to revisit the substantive issues of the claim, the Regional Authority fi led a further application to the Paris District Court in Febru-ary 2010, this time claiming damages for a loss it estimated at €232,000,000 based on the joint and several liability of the parties col-lectively responsible for the loss, i.e. the com-panies and individuals alleged to have engaged in anti-competitive practices.

The construction companies involved, which dispute both the reality and the amount of the alleged loss, in turn applied to the Court to compel the Regional Authority to disclose a number of documents. This was so that the decision-making process behind the award of each of the contracts could be reconstructed as precisely as possible, thus providing evi-dence of the alleged loss.In an injunction dated 3 March 2011, the Paris District Court ordered the Regional

RABO012_2à17_GB_BAT.indd 13 24/04/13 01:20

14

Authority to individualise its claims (in terms of loss suffered, and the contractor against which the action is directed) for each of the 88 contract tranches involved in the case, and to disclose archived documents not yet adduced in evidence.

In an injunction dated 31 May 2012, the Paris District Court admitted a request by the con-tractors to examine the potential inadmissibil-ity of the Authority’s civil action on grounds of limitation, before addressing the substantive issues of the Regional Authority’s claim.

This decision demonstrates the seriousness of the arguments advanced by the contractors.

• France – EOLEFollowing a Competition Council (now Com-petition Authority) ruling of 21 March 2006, imposing penalties on a number of compa-nies for general collusion in sharing con-tracts and specific collusion on tranches 34B and 37B of the East-West Express Rail Link (EOLE) project, on 21 March 2011 SNCF brought an action in damages before the Paris Administrative Court seeking relief for losses that it claims to have suffered as a result of anti-competitive practices by con-struction companies when the project tranches were awarded.

Bouygues Construction contests the reality of the alleged loss suffered by SNCF, and it con-siders the action potentially time-barred. • USA – Port of Miami TunnelBouygues Travaux Publics was awarded a contract to finance, design, build and main-tain a major road tunnel in the port of Miami.Before the tunnelling work started, Bouygues Travaux Publics conducted additional geologi-cal surveys which showed significant diver-gences from the geological data originally supplied by the customer (Florida Department of Transportation).

The customer was officially notified of the results of these additional surveys, to inform it of the likely alterations to tunnelling methods.

To ensure that the project progressed satisfac-torily, Bouygues Travaux Publics immediately undertook additional works involving (i) techni-cal modifications to the boring machine and (ii) preparatory injection works to enable tun-nelling to commence under optimal technical conditions.

Simultaneously, Bouygues Travaux Publics made a submission to the Dispute Resolution Board (“DRB”) provided for under the conces-sion contract, seeking (i) recognition that the sub-soil description contained in contractual documents supplied by the customer was inaccurate and (ii) confirmation that the cus-tomer was liable for the financial conse-quences of this finding.

On 17 January 2012, the DRB issued an immediately enforceable decision, the main terms of which were:• The DRB disputed in principle that there had been any change in the geological condi-tions compared to the geological data con-tained in the contract, and concluded that the contractor should bear the cost of the techni-cal modifications to the boring machine.• The DRB accepted the need for the pre-paratory injection works carried out by the company. The concession company, contrac-tor and customer immediately entered into negotiations to decide how liability for these costs should be apportioned.

On 11 July 2012, Bouygues Travaux Publics and the customer reached a preliminary agreement on the terms for meeting the cost of the additional injection works. Further nego-tiations based on this agreement resulted in the signature of an addendum to the conces-sion contract on 30 January 2013. The finan-cial effects of this addendum have been recognised in the 2012 financial statements.

• United States – patent infringement actionFreyssinet Inc., a subsidiary of the Freyssinet group, has brought an action in the Maryland District Court against VSL International AG and VStructural LLC, alleging infringement of

a patent relating to devices for anchoring structural cable on cable-stayed bridges.

Freyssinet Inc. alleges that VStructural LLC, a licensee of VSL International AG, infringed the patent on a number of bridges on which it worked. The VSL group contests the allega-tion. Negotiations towards an out-of-court set-tlement are ongoing.

• Spain – Decision by the Comisión Nacional de la Competencia on 2 August 2012On 2 August 2012, the Comisión Nacional de la Competencia (CNC), the Spanish competi-tion commission, issued a decision establish-ing the existence of anti-competitive practices over several years involving a number of com-panies in the FCC, VSLI, Dywidag, Freyssinet, Acciona, Ferrovial and other groups.

As regards companies in the Bouygues Construction group, the CNC imposed a fine of €2.4 million on CTT Stronghold and a fine of €0.4 million on VSL Spain.CTT Stronghold and VSL Spain have appealed against this decision.This claim has been covered by a provision in the 2012 consolidated financial statements.

• France – Paris Law Courts complexThe contractual documents enabling work to start on the major project to build the new Paris Law Courts complex were signed on 15 February 2012.

“Justice dans la Cité”, a not-for-profit organisa-tion that intends to use all possible means to prevent the relocation of the Paris District Court to the Batignolles district in the 17th arrondissement of Paris, has filed a number of claims with the Paris Administrative Court challenging the legality of various administra-tive procedures relating to the project.

More specifically, the claimant contests the eligibility of the project for a public-private partnership contract. The Paris Administrative Court is due to deliver its ruling during the first quarter of 2013.


• France – Ministry of Defense building at the Balard site in ParisExecution of this contact began several months ago.

In 2012, the Paris City Authority fi led two claims seeking annulation of (i) the order whereby the Préfet of the Île-de-France Regional Authority declared, in favour of the French State, that the proposed construc-tion of the Defence Ministry and Army High Command complex in the Balard district of Paris was in the public interest, and amended the Paris City Authority’s local development plan accordingly and (ii) the order whereby the Préfet of the Île-de-France Regional Authority issued the build-ing consent required for the project.

In a judgment issued on 21 February 2013, the Paris Administrative Court rejected all the claims made by the Paris City Authority.

The Paris City Authority has given notice of its intention to appeal.

INSURANCE – RISK COVERAGEBouygues Construction’s policy on insurance cover focuses on optimising and ensuring the continuing validity of the policies contracted for the company and its subsidiaries; the aim is to protect against exceptionally large or numerous potential claims at a cost that does not impair the company’s competitiveness.

This long-term approach to insurance cover requires partnerships with high-quality, fi nan-cially sound insurers. To preserve these part-nerships and prevent information being used to the detriment of Bouygues Construction, especially in legal disputes, the amount of pre-miums and the terms of cover are kept strictly confi dential, especially in liability insurance.

In addition to insurance policies required by law, Bouygues Construction also takes out liability cover against loss or injury to third parties for which Group companies may be liable. Because Group companies vary greatly in size and in the nature of their operations,

cover is tailored to the risks incurred, but is generally in excess of €5 million per claim.

Permanent premises (like the headquarters building, branch offi ces, depots and work-shops) are protected by comprehensive insurance policies that provide cover up to a contractual rebuild cost agreed with the insurers on a maximum probable loss basis.

Projects in progress are usually covered by contractors’ comprehensive insurance poli-cies that provide protection for property damage. The insured sum is generally the market value.

However, in some cases, the insured sum may be limited by the total capacity available in the world insurance market, in light of specifi c criteria such as geographical loca-tion, the type of project (e.g. tunnels), the risk covered (e.g. storms or earthquakes), or the nature of the cover (e.g. 10-year construction guarantees for major building projects).

For all these contracts, deductibles are set so as to optimise the overall cost to Bouygues Construction, based on the likelihood of claims and the premium reductions that can be obtained from insurers by increasing the deductible.

The refurbishment works being carried out at the Challenger building near Paris are covered by specifi c Damage to the Works and Contrac-tors’ All Risks policies.

Finally, Bouygues Construction and its sub-sidiaries operate a prevent and protect policy, including the development of new measures to further reduce the incidence and fi nancial effect of accidents and claims.

CREDIT AND/OR COUNTERPARTY RISK

COMMERCIAL CREDIT AND COUNTERPARTY RISKThe fact that our projects and profi t centres are structurally cash-positive is a fundamental principle underpinning the fi nancial security

of our operations. Cash fl ow and fi nancial risk projections are prepared for major projects from the prospecting phase onwards, and are regularly updated.

The quality and fi nancial soundness of sen-sitive customers, consortium members, partners, suppliers and subcontractors is closely analysed. Depending on the contrac-tual and commercial context of a project, we may:• require an upfront advance from the cus-tomer before works commence;• require the customer to provide bank guar-antees against payments;• assign trade receivables without recourse;•take out export risk insurance (covering against country risk and political risk);• take out credit insurance.

The Bouygues Construction group is not exposed to any risk of dependency with a spe-cifi c customer.

Subcontractors provide the lead contractor with bank guarantees of a nature and scope at least equivalent to those of the guarantees provided by the Group to its customers.In the case of ad-hoc consortia, temporary allocations of cash between consortium members are covered by bank guarantees securing the return of the cash.

BANKING CREDIT AND COUNTERPARTY RISKAny investment of funds with a third party requires the prior approval of the Treasury Department, in terms of both the choice of bank counterparty (based on an analy-sis of the bank’s rating) and the type of instrument.

The main investment products used:• term deposits with a maturity of no more than 6 months with high-grade counterpar-ties;• pure money-market funds with daily liquidity. These investments are subject to review and monitoring on a monthly basis.

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16

No losses arose during 2012 on any of the investment products used by the Group.As of 31 December 2012, no single bank held more than 10% of the Group’s available liquid-ity. Over 90% of investments are placed with counterparties rated investment grade or better (minimum: Standard & Poors BBB+).

LIQUIDITY RISKAs of 31 December 2012, net cash amounted to €3,610 million, and the Group also had €16 million of undrawn confi rmed medium-term credit facilities on that date. Conse-quently, Bouygues Construction is not exposed to liquidity risk. The bank loans contracted by the Group contain no fi nancial covenants or trigger event clauses.

INTEREST RATE RISK EXPOSURE TO INTEREST

RATE RISKInterest rate risk exposure arises on variable-rate debt recognised in the balance sheet, and is hedged by variable-rate investments. Bouygues Construction systematically negoti-ates upfront payments with customers before starting work on a contract, and hence has a substantial net cash surplus which is invested in the short term in products that are sensitive to interest rate movements.

INTEREST RATE RISK HEDGING RULESThe only instruments that can be used for interest rate risk hedging purposes are inter-est rate swaps, caps and collars. These instruments are used solely for hedging pur-poses, are contracted solely with high-quality French and foreign banks, and carry no liquidity risk in the event of a downturn. Spe-cifi c reports are prepared for those respon-sible for the management and supervision of the relevant Group companies describing the use of hedging instruments, the selection of counterparties with whom they are con-tracted, and more generally, the manage-ment of exposure to interest rate risk.Bouygues Construction group policy is to hedge some or all of its fi nancial assets and liabilities, where these are foreseeable and

recurring. Given Bouygues Construction’s level of debt and capital expenditure needs, use of the fi nancial instruments listed above is limited to hedging the company’s risk exposures.

CURRENCY RISK EXPOSURE TO CURRENCY RISK

Bouygues Construction has low exposure to currency risk in routine commercial transac-tions. Where possible, expenses relating to a contract are incurred in the same currency as that in which the contract is billed.This applies to most construction projects executed outside France, on which local-currency expenses (sub-contracting and sup-plies) represent a much higher proportion than euro-denominated expenses. Bouygues Construction also pays particular attention to risks relating to assets denominated in non-convertible currencies, and to country risk generally.

CURRENCY RISK HEDGING RULES The only instruments that can be used for currency risk hedging purposes are forward currency purchases and sales, currency swaps and currency options. These instru-ments are used solely for hedging purposes, are contracted solely with high-quality French and foreign banks, and carry no liquidity risk in the event of a downturn. Specifi c reports are prepared for those responsible for the management and supervision of the relevant Group companies describing the use of hedg-ing instruments, the selection of counterpar-ties with whom they are contracted, and more generally, the management of expo-sure to currency risk and interest rate risk.

Bouygues Construction group policy is to hedge systematically all residual exposure to currency risk on commercial transactions relative to the functional currency of a project or entity. If the future cash fl ow is certain, the currency risk is hedged by buying or selling currency forward, or by means of currency swaps. For some large contracts, options may be taken out for hedging purposes before the contract award has been con-

fi rmed. Equity investments in foreign com-panies are usually hedged by a liability of a similar amount in the same currency in the books of the entity that holds the investment.

RISK RELATING TO EQUITIES AND OTHER FINANCIAL INSTRUMENTSBouygues Construction has no exposure to equities risk.Financial instruments may occasionally be contracted to hedge a commodities risk, provided that an appropriate instrument is available on the fi nancial markets.

SOCIAL AND ENVIRONMENTAL RESPONSIBILITY AT BOUYGUES CONSTRUCTIONAs part of its sustainable development policy, in place since 2007, Bouygues Construction reports annually on the impact of its opera-tions and works with each of its stakeholders in a process of common progress.

In compliance with Article 225 of the Grenelle 2 Law, Bouygues Construction is posting its entire Corporate Social and Environmental Responsibility (CSER) Report on the Internet. It can be consulted in the Sustainable Develop-ment section of the www.bouygues-construction.com website. The structure of the report is set out below.

Principal themes covered in Bouygues Construction’s CSR Report 2012:

RABO012_2à17_GB_BAT.indd 16 24/04/13 01:20


SOCIAL INFORMATION1. Employment 1.1 Total workforce and breakdown of

employees by gender, age and region 1.2 Hires and redundancies 1.3 Compensation and evolution of com-

pensation

2. Organisation of work 2.1 Organisation of work time 2.2 Absenteeism

3. Industrial relations 3.1 Organisation of labour relations, par-

ticularly procedures to inform, consult and negotiate with the personnel

3.2 Collective bargaining agreements

4. Health and safety 4.1 Occupational health and safety conditions 4.2 Agreements signed with trade unions

or personnel representatives on occu-pational health and safety

4.3 Frequency and severity of industrial accidents, and occupational diseases

5. Training 5.1 Training policies implemented 5.2 The total number of training hours

6. Equal treatment 6.1 Measures to promote gender equality 6.2 Measures to promote the employment

and integration of people with disabilities 6.3 Policy against discrimination

7. Compliance with ILO* conventions regarding…

7.1 … freedom of association and the right to free collective bargaining

7.2 … elimination of discrimination in respect of employment and occupation

7.3 … elimination of forced or compulsory labour

7.4 … effective abolition of child labour

ENVIRONMENTAL INFORMATION 1. General environmental policy 1.1 The organisation of the company to

take account of environmental issues

and, where applicable, environmental evaluation and certifi cation procedures

1.2 Training and information for employees on environmental protection

1.3 Resources dedicated to preventing environmental risks and pollution

1.4 Financial provisions and guarantees for environmental risks, unless the disclo-sure of this information were to be seriously harmful to the company in an ongoing dispute

2. Pollution and waste management 2.1 Prevention, reduction and fi xing of air/

water/soil emissions causing serious harm to the environment

2.2 Measures to prevent, recycle and dis-pose of waste

2.3 Dealing with noise pollution and other types of pollution specifi c to a business

3. Sustainable use of resources 3.1 Water consumption and supply consid-

ering local resources 3.2 Consumption of raw materials and

measures to improve the effi ciency of their use

3.3 Energy consumption and measures to improve energy efficiency and to increase the use of renewable energies

3.4 Land use

4. Climate change 4.1 Greenhouse gas emissions 4.2 Adaptation to the consequences of

climate change

5. Protection of biodiversity 5.1 Measures to preserve or develop bio-

diversity

INFORMATION REGARDING COMMUNITY INVOLVEMENT PROMOTING SUSTAINABLE DEVELOPMENT 1. Regional, economic and social

impact of the company’s business 1.1 Regarding employment

and local development

1.2 On neighbouring and local communities

2. Relations with individuals or organi-sations with an interest in the company’s business

2.1 Conditions of dialogue with these individuals or organisations

2.2 Philanthropic actions and community sponsorship

3. Subcontracting and suppliers 3.1 Inclusion of social and environmental

issues in the sourcing policy 3.2 Scale of subcontracting and inclusion

of corporate social and environmental responsibility in relations with suppliers and subcontractors

4. Fairness of practices 4.1 Actions undertaken to prevent corrup-

tion 4.2 Measures to promote consumers’

health and safety 4.3 Other actions undertaken to promote

human rights, in respect of information on social commitments

BOUYGUES CONSTRUCTION LISTENING TO ITS STAKEHOLDERSDescription of forms of dialogue with the com-pany’s principal stakeholders.

* ILO : International Labour Organisatoin

RABO012_2à17_GB_BAT.indd 17 24/04/13 01:21

18

Consolidated fi nancial statements

CONSOLIDATED BALANCE SHEET (€ million)

ASSETS NOTES 31/12/2012 31/12/2011

Net Net

PROPERTY, PLANT AND EQUIPMENT 3 AND 16 658 685

INTANGIBLE ASSETS 3 AND 16 55 78

GOODWILL 3 AND 16 491 457

INVESTMENTS IN ASSOCIATES 3 AND 16 75 54

OTHER NON-CURRENT FINANCIAL ASSETS 3 304 332

DEFERRED TAX ASSETS AND NON-CURRENT TAX RECEIVABLE 7 100 93

NON-CURRENT ASSETS 1,683 1,699

INVENTORIES 332 346

ADVANCES AND DOWN-PAYMENTS ON ORDERS 151 116

TRADE RECEIVABLES 2,520 2,537

TAX ASSET (receivable) 29 18

OTHER CURRENT RECEIVABLES AND PREPAID EXPENSES 711 698

CASH AND CASH EQUIVALENTS 3,845 3,550

FINANCIAL INSTRUMENTS (1) − −

OTHER CURRENT FINANCIAL ASSETS 6 7

CURRENT ASSETS 4 7,594 7,272

ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS 22 − −

TOTAL ASSETS 9,277 8,971

(1) Fair value hedges of fi nancial liabilities.

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LIABILITIES AND SHAREHOLDERS’ EQUITY NOTES 31/12/2012 31/12/2011

SHARE CAPITAL 128 128

SHARE PREMIUM AND RESERVES 414 423

TRANSLATION RESERVE 5 (13)

TREASURY SHARES − −

CONSOLIDATED NET PROFIT FOR THE PERIOD 267 226

SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO THE GROUP 5 814 764

MINORITY INTERESTS 10 15

SHAREHOLDERS’ EQUITY 824 779

NON-CURRENT DEBT 8 AND 16 503 476

NON-CURRENT PROVISIONS 6 AND 16 884 797

DEFERRED TAX LIABILITIES AND NON-CURRENT TAX LIABILITIES 7 33 36

NON-CURRENT LIABILITIES 1,420 1,309

ADVANCES AND DOWN-PAYMENTS RECEIVED 826 900

CURRENT DEBT 8 9 6

CURRENT TAXES PAYABLE 51 73

TRADE PAYABLES 2,740 2,619

CURRENT PROVISIONS 6 408 386

OTHER CURRENT LIABILITIES 2,754 2,671

OVERDRAFTS AND SHORT-TERM BANK BORROWINGS 235 196

FINANCIAL INSTRUMENTS (1) 5 3

OTHER CURRENT FINANCIAL LIABILITIES 5 29

CURRENT LIABILITIES 10 7,033 6,883

LIABILITIES ON HELD-FOR-SALE ASSETS AND DISCONTINUED OPERATIONS 22 − −

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY 9,277 8,971

NET SURPLUS CASH/(NET DEBT) 9 3,093 2,869

(1) Fair value hedges of fi nancial liabilities.

RABO012_18à23_GB_BAT.indd 19 24/04/13 01:22

20

CONSOLIDATED INCOME STATEMENT (€ million)

NOTES FULL YEAR 2012 FULL YEAR 2011

SALES (1) 11 AND 16 10,640 9,802

OTHER REVENUES FROM OPERATIONS 106 138

PURCHASES USED IN PRODUCTION (5,978) (5,389)

PERSONNEL COSTS (2,501) (2,375)

EXTERNAL CHARGES (1,537) (1,559)

TAXES OTHER THAN INCOME TAX (146) (133)

NET DEPRECIATION AND AMORTISATION EXPENSE (212) (171)

NET CHARGES TO PROVISIONS AND IMPAIRMENT LOSSES (278) (197)

CHANGES IN PRODUCTION AND PROPERTY DEVELOPMENT INVENTORIES (28) 57

OTHER INCOME FROM OPERATIONS (2) 432 315

OTHER EXPENSES ON OPERATIONS (134) (135)

CURRENT OPERATING PROFIT 12 AND 16 364 353

OTHER OPERATING INCOME − −

OTHER OPERATING EXPENSES − −

OPERATING PROFIT 12 AND 16 364 353

FINANCIAL INCOME 31 40

FINANCIAL EXPENSES (15) (21)

INCOME FROM NET SURPLUS CASH 13 AND 16 16 19

OTHER FINANCIAL INCOME 13 AND 16 32 21

OTHER FINANCIAL EXPENSES 13 AND 16 (15) (11)

INCOME TAX EXPENSE 14 AND 16 (129) (140)

SHARE OF PROFITS AND LOSSES OF ASSOCIATES 3 AND 16 (6) (13)

NET PROFIT FROM CONTINUING OPERATIONS 16 262 229

NET PROFIT FROM DISCONTINUED AND HELD-FOR-SALE OPERATIONS 22 − −

NET PROFIT 16 262 229

NET PROFIT ATTRIBUTABLE TO THE GROUP 16 267 226

NET PROFIT ATTRIBUTABLE TO MINORITY INTERESTS (5) 3

BASIC EARNINGS PER SHARE FROM CONTINUING OPERATIONS (€) 15 156.49 132.46

DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS (€) 15 156.49 132.46

(1) Of which sales generated abroad. 5,028 4,452(2) Of which reversals of unutilised provisions/impairment losses. 240 172

RABO012_18à23_GB_BAT.indd 20 24/04/13 01:22


STATEMENT OF RECOGNISED INCOME AND EXPENSE (€ million)

FULL YEAR 2012 FULL YEAR 2011

NET PROFIT 262 229

ITEMS NOT RECLASSIFIABLE TO PROFIT OR LOSS

ACTUARIAL GAINS/LOSSES ON EMPLOYEE BENEFITS (24) 8

CHANGE IN REMEASUREMENT RESERVE − −

NET TAX EFFECT OF EQUITY ITEMS NOT RECLASSIFIABLE TO PROFIT OR LOSS 6 (2)

SHARE OF NON-RECLASSIFIABLE INCOME AND EXPENSE OF ASSOCIATES − −

ITEMS RECLASSIFIABLE TO PROFIT OR LOSS

CHANGE IN CUMULATIVE TRANSLATION ADJUSTMENT OF CONTROLLED ENTITIES 17 43

NET CHANGE IN FAIR VALUE OF FINANCIAL INSTRUMENTS USED FOR HEDGING PURPOSESAND OF OTHER FINANCIAL ASSETS (including available-for-sale fi nancial assets) 20 (21)

NET TAX EFFECT OF EQUITY ITEMS RECLASSIFIABLE TO PROFIT OR LOSS − −

SHARE OF RECLASSIFIABLE INCOME AND EXPENSE OF ASSOCIATES − (13)

INCOME AND EXPENSE RECOGNISED DIRECTLY IN EQUITY 19 15

TOTAL RECOGNISED INCOME AND EXPENSE 281 244

RECOGNISED INCOME AND EXPENSE ATTRIBUTABLE TO THE GROUP 287 240

RECOGNISED INCOME AND EXPENSE ATTRIBUTABLE TO MINORITY INTERESTS (6) 4

RABO012_18à23_GB_BAT.indd 21 24/04/13 01:22

22

Share capital &

share premium

Reserves related to

capital/ retained earnings

Consolidated reserves

and profi t for the period

Treasury shares

Items recognised directly in

equity

TOTAL ATTRIBUTABLE TO THE GROUP

Minority interests

TOTAL

POSITION AT 31 DECEMBER 2010 143 351 327 − (80) 741 14 755

MOVEMENTS DURING 2011

CAPITAL AND RESERVES TRANSACTIONS, NET − (19) 19 − − − 1 1

ACQUISITIONS/DISPOSALS OF TREASURY SHARES − − − − − − − −

ACQUISITIONS/DISPOSALS WITHOUT LOSS OF CONTROL − − − − − − − −

DIVIDEND PAID − − (201) − − (201) (2) (203)

OTHER TRANSACTIONS WITH SHAREHOLDERS − − (16) − − (16) (3) (19)

NET PROFIT FOR THE PERIOD − − 226 − − 226 3 229

TRANSLATION ADJUSTMENT − − − − 42 42 1 43

OTHER RECOGNISED INCOME AND EXPENSE − − − − (28) (28) − (28)

TOTAL RECOGNISED INCOME AND EXPENSE (2) − − 226 − 14 240 4 244

OTHER TRANSACTIONS (changes in scope of consolidation and other items) − − − − − − 1 1



CAPITAL AND RESERVES TRANSACTIONS, NET (19) 19 − − − − −

ACQUISITIONS/DISPOSALS OF TREASURY SHARES − − − − − − − −

ACQUISITIONS/DISPOSALS WITHOUT LOSS OF CONTROL − − − − − (2) (2)

DIVIDEND PAID − − (226) − − (226) (1) (227)

OTHER TRANSACTIONS WITH SHAREHOLDERS − − (2) − (2) 4 2

NET PROFIT FOR THE PERIOD − − 267 − 267 (5) 262

TRANSLATION ADJUSTMENT − − − 18 (1) 18 (1) 17

OTHER RECOGNISED INCOME AND EXPENSE − − − 2 2 − 2

TOTAL RECOGNISED INCOME AND EXPENSE (2) − − 267 − 20 287 (6) 281

OTHER TRANSACTIONS (changes in scope of consolidation and other items) − − (9) − − (9) − (9)


(1) Translation reserve.

Group Minority interests Total

Controlled entities 18 (1) 17Associates − − −

18 (1) 17(2) See the statement of recognised income and expense.

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY (€ million)

RABO012_18à23_GB_BAT.indd 22 24/04/13 01:22


CONSOLIDATED CASH FLOW STATEMENT (€ million)

CASH FLOW FROM CONTINUING OPERATIONS NOTES FULL YEAR 2012 FULL YEAR 2011

A - NET CASH GENERATED BY/(USED IN) OPERATING ACTIVITIES

NET PROFIT FROM CONTINUING OPERATIONS 262 229

SHARE OF PROFITS EFFECTIVELY REVERTING TO ASSOCIATES 6 14

ELIMINATION OF DIVIDENDS (non-consolidated companies) (8) (6)

CHARGES TO/(reversals of) DEPRECIATION, AMORTISATION, IMPAIRMENT & NON-CURRENT PROVISIONS 256 198

GAINS AND LOSSES ON ASSET DISPOSALS (28) (11)

MISCELLANEOUS NON-CASH CHARGES (2) 1

SUB-TOTAL 486 425

INCOME FROM NET SURPLUS CASH (16) (19)

INCOME TAX EXPENSE FOR THE PERIOD 129 140

CASH FLOW 16 599 546

INCOME TAXES PAID DURING THE PERIOD (160) (151)

CHANGES IN WORKING CAPITAL RELATED TO OPERATING ACTIVITIES (1) 154 140

NET CASH GENERATED BY/(USED IN) OPERATING ACTIVITIES 593 535

B - NET CASH GENERATED BY/(USED IN) INVESTING ACTIVITIES

PURCHASE PRICE OF PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS 16 (221) (303)

PROCEEDS FROM DISPOSALS OF PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS 62 35

NET LIABILITIES RELATED TO PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS (9) 6

PURCHASE PRICE OF NON-CONSOLIDATED COMPANIES AND OTHER INVESTMENTS 16 2 (7)

PROCEEDS FROM DISPOSALS OF NON-CONSOLIDATED COMPANIES AND OTHER INVESTMENTS 7

NET LIABILITIES RELATED TO NON-CONSOLIDATED COMPANIES AND OTHER INVESTMENTS − −

EFFECTS OF CHANGES IN SCOPE OF CONSOLIDATION 21

PURCHASE PRICE OF INVESTMENTS IN CONSOLIDATED ACTIVITIES 16 (28) (38)

PROCEEDS FROM DISPOSALS OF INVESTMENTS IN CONSOLIDATED ACTIVITIES 1

NET LIABILITIES RELATED TO CONSOLIDATED ACTIVITIES − −

OTHER EFFECTS OF CHANGES IN SCOPE OF CONSOLIDATION (cash of acquired and divested companies) 2 25

OTHER CASH FLOWS RELATED TO INVESTING ACTIVITIES (changes in loans, dividends received from non-consolidated companies) 16 (55)

NET CASH GENERATED BY/(USED IN) INVESTING ACTIVITIES (168) (337)

C - NET CASH GENERATED BY/(USED IN) FINANCING ACTIVITIES

CAPITAL INCREASES PAID BY SHAREHOLDERS & MINORITY INTERESTS AND OTHER TRANSACTIONSBETWEEN SHAREHOLDERS (14) 1

DIVIDENDS PAID DURING THE PERIOD: − −

DIVIDENDS PAID TO SHAREHOLDERS OF THE PARENT COMPANY (226) (201)

DIVIDENDS PAID TO MINORITY SHAREHOLDERS OF CONSOLIDATED COMPANIES (1) (2)

CHANGE IN CURRENT AND NON-CURRENT DEBT 52 74

INCOME FROM NET SURPLUS CASH 16 19

OTHER CASH FLOWS RELATED TO FINANCING ACTIVITIES − −

NET CASH GENERATED BY/(USED IN) FINANCING ACTIVITIES (173) (109)

D - EFFECT OF FOREIGN EXCHANGE FLUCTUATIONS 4 24

CHANGE IN NET CASH POSITION (A + B + C + D) 256 113

NET CASH POSITION AT 1 JANUARY 4 AND 10 3,354 3,241

NET CASH FLOWS DURING THE PERIOD 256 113

OTHER NON-MONETARY FLOWS − −

NET CASH POSITION AT END OF PERIOD 4 AND 10 3,610 3,354

CASH FLOWS FROM DISCONTINUED AND HELD-FOR-SALE OPERATIONS 22

NET CASH POSITION AT 1 JANUARY − −

NET CASH FLOWS DURING THE PERIOD − −

NET CASH POSITION AT END OF PERIOD − −

(1) Defi nition of change in working capital related to operating activities: Current assets minus current liabilities (excluding income taxes paid, which are reported separately).

RABO012_18à23_GB_BAT.indd 23 24/04/13 01:22

24

Notes to the consolited fi nancial statements

Signifi cant events of the year:None.

Signifi cant events and changes in scope of consolida-tion since 31 December 2012:There have been no signifi cant events or changes in the scope of consolidation since 31 December 2012.

NOTE 1SIGNIFICANT EVENTS OF THE YEAR:

The consolidated fi nancial statements of the Bouygues Con-struction group for the year ended 31 December 2012 have been prepared in accordance with International Financial Reporting Standards (IFRS) as endorsed by the European Union (European Council Regulation 1606/2002 of 19 July 2002).The term “IFRS” refers collectively to International Financial Reporting Standards (IFRSs), to International Accounting Standards (IASs), and to interpretations of those standards (SICs and IFRICs).The Bouygues Construction group applied the same standards, interpretations and accounting policies for the year ended 31 December 2012 as were applied in its consolidated fi nancial statements for the year ended 31 December 2011, except for new IFRS requirements applicable from 1 January 2012 (see below) and the early adoption of the amendment to IAS 19. These changes did not have a material impact on the consoli-dated fi nancial statements.

Principal new standards, amendments and interpreta-tions effective within the European Union and manda-torily applicable or permitted for early adoption for periods beginning on or after 1 January 2012:• Amendment to IFRS 7: Disclosures – Transfers of Financial Assets (mandatorily applicable from 1 January 2012). This amendment does not alter the existing accounting treatment of securitisation transactions, but specifi es the disclosure require-ments for such transactions.• Amendment to IAS 1: Presentation of items of Other Compre-hensive Income (OCI). Although the amendment to IAS 1 had not been adopted by the European Union as of 31 December 2011, it was early adopted by the Group from 1 January 2011 since it was not in confl ict with pronouncements that had already been endorsed. This amendment became effective within the

NOTE 2ACCOUNTING POLICIES AND VALUATION METHODS UNDER IFRS

European Union on 6 June 2012 and is mandatorily applicable from 1 January 2013.• Amendment to IAS 19, “Employee Benefi ts” (published in the Offi cial Journal of the European Union on 6 June 2012, mandatorily applicable from 1 January 2013, early adoption permitted from 1 January 2012). The Group has early adopted this amendment in the consolidated fi nancial statements for the year ended 31 December 2012. Given that the Group already recognises in equity actuarial gains and losses on defi ned-benefi t employee benefi t plans, applying this change in method would have had an immaterial impact on net assets as of 31 December 2011 and on net profi t for the year then ended. The negative impact on consolidated equity of €9 million (net of deferred tax assets) relates primarily to a plan amend-ment that occurred in 2005, net of the amount already amor-tised through profi t or loss under IAS 19 as previously applied. • IFRS 10 “Consolidated Financial Statements”, IFRS 11 “Joint Arrangements”, IFRS 12 “Disclosures of Interests in Other Entities”, IAS 27 “Separate Financial Statements” (as amended in 2011), IAS 28 “Investments in Associates and Joint Ventures” (as amended in 2011): These standards were endorsed on 29 December 2012 and are mandatorily appli-cable from 1 January 2014. The impact of these standards, which were not early adopted by the Group from 1 January 2012, is currently under review.• Amendments to IAS 12, “Income Taxes” (Deferred Tax – Recovery of Underlying Assets) and IFRS 1, “First-Time Adoption of International Financial Reporting Standards” (Severe Hyper-infl ation and Removal of Fixed Dates for First-Time Adopters), and IFRS 13 “Fair Value Measurement”: These pronounce-ments were endorsed on 29 December 2012 and are manda-torily applicable from 1 January 2013. They have no impact on the fi nancial statements of the Bouygues Construction group.

RABO012_24à31_GB_BAT.indd 24 24/04/13 01:23


Other key standards, amendments and interpretations issued by the IASB but not yet endorsed by the European UnionThe table below shows the principal standards, amendments and interpretations that had been issued by the IASB prior to 31 December 2012 but have not yet come into effect:

2.1.2 TRANSLATION OF THE FINANCIAL STATE-MENTS OF FOREIGN ENTITIESThe fi nancial statements of consolidated subsidiaries with a functional currency other than the euro are translated at the exchange rate prevailing at the balance sheet date (in the case of the balance sheet) and at the average exchange rate for the year (in the case of the income statement and cash fl ow state-ment). The resulting translation differences are taken to equity under “Translation reserve”.Translation differences arising on foreign-currency liabilities accounted for as hedges of a net investment in a foreign opera-tion are recognised in equity.

2.1.3 TRANSLATION OF TRANSACTIONS DENOMINATED IN FOREIGN CURRENCIESEntities that have the euro as their functional currency translate foreign-currency transactions into euros at the exchange rate prevailing on the transaction date. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the closing exchange rate, with the resulting translation differences recognised in profi t or loss for the period.

2.1.4 DEFERRED TAXATIONDeferred taxation is recognised on all differences between the carrying amount and the tax base of assets or liabilities (balance sheet liability method). These differences arise from:• Temporary differences between the carrying amount and tax base of assets or liabilities, which may be:- items generating a tax liability in the future (deferred tax liabili-ties), arising mainly from income that is liable to tax in future periods; or- items deductible from taxable profi ts in the future (deferred tax assets), mainly provisions that are temporarily non-deductible for tax purposes. Deferred tax assets are reviewed at each bal-ance sheet date, and recognised where it is probable there will be suffi cient taxable profi ts to enable the temporary differences to be offset.• Tax losses available for carry-forward (deferred tax assets), provided that there is a strong probability of recovery in future periods.

STANDARD/AMENDMENT IASB EFFECTIVE DATE*

EXPECTED IMPACT ON THE GROUP

IFRS 9: Financial Instruments - Classifi cation and Measurement of Financial Assets 1 JANUARY 2015

NOT QUANTIFIABLE AT PRESENT (pending)

*Unless otherwise indicated, applicable to accounting periods beginning on or after the date shown in this column.

The fi nancial statements have been prepared using the his-torical cost convention, with the exception of certain items – in particular some fi nancial assets and fi nancial liabilities – which are measured at fair value.Preparing fi nancial statements to comply with IFRS requires the use of estimates and assumptions which may have affected the amounts reported for assets and liabilities at the balance sheet date, and the amounts of income and expenses reported for the fi nancial year. These estimates and assumptions have been applied consistently on the basis of past experience and of various other factors regarded as reasonable forming the basis of assessments of the valuations of assets and liabilities for accounting purposes. Actual results may differ materially from these estimates if different assumptions or conditions apply. The main areas in which estimates and assumptions are involved are the measurement of provisions and forecast data regarding the completion of construction contracts in progress.

2.1 CONSOLIDATION METHODS 2.1.1 CONSOLIDATION METHODS AND SCOPE OF

CONSOLIDATIONCompanies over which Bouygues Construction exercises legal or de facto exclusive control are consolidated by the full con-solidation method.Companies controlled jointly by more than one shareholder (joint ventures) are consolidated by the proportionate consolida-tion method.Entities over which Bouygues Construction exercises signifi cant infl uence (associates) are accounted for by the equity method.

CHANGES IN THE SCOPE OF CONSOLIDATION

31/12/2012 31/12/2011

FULLY CONSOLIDATED: 219 210

PROPORTIONATELY CONSOLIDATED:

106 91

ASSOCIATES (EQUITY METHOD):

30 29

355 330

RABO012_24à31_GB_BAT.indd 25 24/04/13 01:25

26

Deferred taxes are measured at the tax rate applicable at the balance sheet date, adjusted as necessary for the effect of changes in tax legislation. The effects of changes in corporate income tax rates are recognised in profi t or loss for the period, in accordance with the liability method.The estimated amount of non-recoverable taxes on dividends payable by French or foreign subsidiaries is covered by a provision where material.

2.1.5 CONCESSION CONTRACTS AND PUBLIC-PRIVATE PARTNERSHIPS (PPP)The Bouygues Construction group has equity interests in associates that have been awarded concession/PPP con-tracts; these are accounted for in accordance with IFRIC 12.

2.2 ACCOUNTING POLICIES AND VALUATION METHODSThe Bouygues Construction group applies Recommendation 2009-R-03 on the presentation of fi nancial statements, issued on 2 July 2009 by the Conseil National de la Comptabilité (CNC), now the Autorité des Normes Comptables (ANC), the French national accounting standard-setter.

2.2.1 ASSETSa) Non-current assetsProperty, plant and equipmentProperty, plant and equipment is measured at acquisition cost less accumulated depreciation and impairment. Where an item of property, plant and equipment consists of signifi cant components with different useful lives or different depreciation methods, each component is accounted for and depreciated as a separate item of property, plant and equip-ment (component-based approach).The cost of an item of property, plant and equipment com-prises the purchase price after deducting any commercial discounts and rebates, including import duties and non-refundable taxes and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating as intended by management. Subsequent costs are recognised as an expense unless they improve the performance of the asset as originally specifi ed, extend its useful life, or reduce the cost of operating the asset as previously established.Following initial recognition as an asset, items of property, plant and equipment are carried at cost less accumulated depreciation and impairment. The Bouygues Construction group accounts for property, plant and equipment using the benchmark historical cost model.Depreciation is calculated over the expected useful life of the

asset. The useful life of an asset is the period over which the Group expects the asset to be available for use.The depreciable amount of an asset is cost less any estimated residual value net of costs of disposal. The residual value of an item of property, plant and equipment is the amount the Group would receive currently for the asset if the asset were already of the age and in the condition expected at the end of its useful life (excluding the effects of infl ation).The principal useful lives applied are:• Buildings: 10, 20 or 30 years, depending on whether the building is of lightweight or durable construction• Plant, equipment and tooling: 3 to 8 years• Other property, plant and equipment: 3 to 10 years, depending on the type of asset (vehicles, offi ce equipment and furniture, etc)Depreciation periods are reviewed annually, and may be adjusted if expectations differ from previous estimates. Any such changes in estimates are accounted for prospec-tively.

Finance leases:A fi nance lease is a contract under which substantially all the risks and rewards of ownership are transferred to the lessee, whether or not title is ultimately transferred to the lessee.Assets acquired under fi nance leases are, if material, recog-nised as an asset in the balance sheet under “Property, plant and equipment”, with a matching liability recognised under “Debt” on the liabilities side of the balance sheet.These assets are depreciated over their expected useful lives.

Site rehabilitation costs:Rehabilitation costs arising from the gradual deterioration of a site are covered by provisions recognised on the liabilities side of the balance sheet.

Investment properties:The Bouygues Construction group has not identifi ed any asset that qualifi es as an investment property.

Intangible assetsIAS 38 defi nes an intangible asset as an identifi able non-mon-etary asset without physical substance. An asset is identifi able:• if it is separable, i.e. capable of being independently sold, transferred, licensed, rented or exchanged;• or if it is derived from contractual or other legal rights, whether separable or not.

Intangible assets with fi nite useful lives are depreciable. Intan-gible assets with indefi nite useful lives are not depreciable, but are tested for impairment at each balance sheet date.

RABO012_24à31_GB_BAT.indd 26 24/04/13 01:24


Development expensesDevelopment expenses are capitalised if the IAS 38 criteria are met, i.e. if they are expected to generate future economic benefi ts and their cost can be reliably measured.Incorporation and research expenses are expensed as incurred.

Intangible assets with no legal protection Acquired intangible assets with no legal protection are included in goodwill.

Business combinationsWith effect from 1 January 2010, business combinations have been accounted for in accordance with the revised IFRS 3 and IAS 27, which use the concept of “obtaining control” in determin-ing the accounting treatment to be applied to acquisitions or disposals of equity interests; depending on the circumstances, the impacts of such acquisitions and disposals are recognised either in consolidated profi t or loss or in equity.In a business combination, the fair value of the consideration transferred is allocated to the identifi able assets and liabilities of the acquiree, which are measured at fair value at the acquisition date and presented in the balance sheet using the full fair value method in accordance with the revised IFRS 3. This method involves remeasuring the assets and liabilities acquired at fair value in full (including minority interests), rather than remeasur-ing just the percentage interest acquired.The revised IFRS 3 allows entities to elect one of two methods of accounting for minority interests in each business combination:• at fair value (full goodwill method), i.e. the minority interests are allocated their share of goodwill;• at the minority interests’ proportionate share of the acquired entity’s identifiable assets and liabilities (partial goodwill method), i.e. no share of goodwill is allocated to the minority interests.Goodwill recognised prior to 1 January 2004 continues to be measured using the partial fair value method. This method involves restricting the fair value remeasurement of identifi able items to the percentage interest acquired. Minority interests in these items are measured on the basis of the carrying amount of the items as shown in the balance sheet of the acquired entity. The revised standards allow the acquirer to elect to account for each new business combination on either a full goodwill basis or a partial goodwill basis.Fair value is the amount for which an asset or cash generating unit (“CGU”) could be sold between knowledgeable, willing par-ties in an arm’s length transaction.Goodwill is the excess of the acquisition cost over the acquirer’s interest in the fair value of the acquiree’s identifi able assets, lia-bilities and contingent liabilities that can be reliably measured at the acquisition date.

It represents the payment made by the acquirer in anticipation of the future economic benefi ts arising from assets that cannot be individually identifi ed and separately recognised, and is reported separately as an asset in the balance sheet.Positive goodwill appears in asset item “goodwill” - negative goodwill (i.e. gained from bargain purchase) is taken to the income statement in the period in which the acquisition is made. The measurement period is limited to the period required to identify and measure the acquiree’s assets and liabilities, minor-ity interests, the consideration paid, and the fair value of any previously-held equity interest, subject to a maximum of twelve months.Subsequent to initial recognition, goodwill is measured at cost less accumulated impairment losses in accordance with IAS 36, and is tested for impairment annually. Any impairment losses are recognised in profi t or loss, as a component of oper-ating profi t.Goodwill is allocated to the CGU benefi ting from the business combination or to the group of CGUs at the level of which return on investment is measured.The value in use of CGUs is determined using the discounted cash fl ow (DCF) method, applying the following principles:• The discount rate is determined by reference to the weighted average cost of capital.• The cash fl ows used are derived from the medium-term business plan prepared by the management of the CGU.• The terminal value is calculated by aggregating the discounted cash fl ows to infi nity, based on normative cash fl ows and a perpetual growth rate that is consistent with the growth potential of the markets in which the CGU operates and with its com-petitive position in those markets.

Bouygues Construction has identifi ed two CGUs:• A CGU comprising French and international building and civil engineering activities:The business plan used was prepared within the context of the Group’s management cycle.The assumptions applied include no changes in the scope of the Group’s building and civil engineering activities, and the continuation of these activities as a going concern over the three-year period covered by the business plan.The Bouygues Construction group has set a year by year profi t-ability target for its building and civil engineering activities.This target is incorporated into the assumptions used in the business plan, which also takes into account past experience and external sources of information.Discount rate applied: 11.51%/10.36%, depending on the assumptions used. Growth rate applied: 0%.There were no events or circumstances requiring the recognition of an impairment loss in 2012.

RABO012_24à31_GB_BAT.indd 27 24/04/13 01:24

28

• A CGU comprising French and International Energy and Services activities:The business plan used was prepared within the context of the Group’s management cycle.The assumptions applied include no changes in the scope of the Group’s Energy and Services activities, and the continuation of these activities as a going concern over the three-year period covered by the business plan.

The Bouygues Construction group has set a year by year profi t-ability target for its Energy and Services activities. This target is incorporated into the assumptions used in the business plan, which also takes into account past experience and external sources of information.Discount rate applied: 6.98%/6.27%, depending on the assumptions used. Growth rate applied: 1%.There were no events or circumstances requiring the recognition of an impairment loss in 2012.

Financial assetsInvestments in non-consolidated companies and other long-term investment securities:Investments in non-consolidated companies and other long-term investment securities are classifi ed as available-for-sale fi nancial assets, and are recognised at fair value in the balance sheet.Changes in fair value are recognised in equity except in the case of other-than temporary impairment, in which case the impair-ment loss is recognised in profi t or loss for the period. When an asset is derecognised, the change in fair value previously recog-nised in equity is reclassifi ed to profi t or loss.

Non-current loans receivable:Loans, advances to non-consolidated companies, and deposits and caution money are measured at fair value on initial recogni-tion, and subsequently at amortised cost. b) Current assetsInventoriesInventories are stated at the lower of cost (weighted average unit cost) or market price.Where the realisable value of inventory is lower than cost, an impairment loss is recognised.

Trade and other receivablesTrade receivables are essentially short-term, and are carried at face value net of impairment allowances recorded to refl ect the probability of recovery.In line with the percentage of completion method of accounting for long-term contracts, trade receivables include:• statements issued as works are executed or services pro-

vided, and accepted by the project owner;• unbilled receivables, arising where works are entitled to accept-ance but billing or acceptance by the project owner has been temporarily delayed.

Cash and cash equivalentsCash equivalents (short-term investments) are measured at fair value and classifi ed as available-for-sale fi nancial assets.Cash, short-term deposits and bank overdrafts:Because of the short-term nature of these items, the carrying amounts shown in the consolidated fi nancial statements are a reasonable estimate of market value.

2.2.2 LIABILITIES AND SHAREHOLDERS’ EQUITYa) Non-current liabilitiesNon-current provisionsA provision is recorded where the Group has a present obligation to a third party at the balance sheet date resulting from a past event, the settlement of which is expected to result in a probable outfl ow from the Group of resources embodying economic ben-efi ts that can be measured reliably.

These mainly comprise:Employee benefi ts• Provisions for lump-sum retirement benefi t obligationsThe Group records a provision for its obligations to pay lump-sum benefi ts to its employees on retirement, to the extent that these obligations are not covered by insurance policies.This provision is calculated using the projected unit credit method based on fi nal salary, projected to the retirement date.The amount of the provision is determined on the basis of the relevant collective agreement, and taking account of the fol-lowing factors:- classifi cation of employees into groups with common char-acteristics in terms of status, age and length of service;- monthly salary, uplifted by a coeffi cient to refl ect the appli-cable percentage of employer’s social security charges;- fi nal salary infl ation rate;- discount rate applied to the obligation over the projected period to the retirement date;- employee turnover rate, determined by age bracket and socio-professional category;- life expectancy, determined using the INSEE 2006-2008 mortality table.

In accordance with the revised IAS 19, all actuarial gains and losses on defi ned-benefi t post-employment benefi t plans are recognised in non-current provisions, with the matching entry recognised in equity via the statement of recognised income and expense.

RABO012_24à31_GB_BAT.indd 28 24/04/13 01:24


• Provision for long-service awards:The Group records a provision for its obligations in respect of long-service awards (10, 20, 30 and 40 years) using the pro-jected unit credit method, projected over the period to the date of the award.

Provisions for litigation, claims and foreseeable risk exposures

Customer warranty provisionsThese provisions are intended to cover risks for which the company is liable during the warranty period (essentially the 10-year warranty in France).The provision is determined by applying a statistical rate (deter-mined annually by reference to warranty information specifi c to each entity) to sales.

b) Current liabilitiesTrade and other payablesBecause of the short-term nature of these liabilities, the car-rying amounts shown in the consolidated fi nancial statements are a reasonable estimate of market value.

Advances and down-payments receivedThis item comprises advances and down-payments received from customers on construction contract starts.

Current provisionsThese mainly comprise:• Provisions for project risks and project completion• Provisions for expected losses to completion:These relate to construction contracts in progress, and take account of claims accepted by the client. They are measured on a contract by contract basis, with no netting between them.

2.2.3 INCOME STATEMENTa) Consolidated salesConsolidated sales represent the aggregate amount of con-tract revenues, sales of products and sales of services, includ-ing sales generated by the following entities (after eliminating any intercompany transactions):• fully-consolidated entities;• construction project partnerships (whether or not managed by the Group) and other proportionately-consolidated entities, to the extent of the Group’s share.Sales are broken down into construction contracts, sales of goods, and sales of services.

b) Accounting for construction contractsAll activities related to construction contracts are accounted

for using the percentage of completion method. Under this method, the revenue recognised equals the latest estimate of the total selling price of the contract multiplied by the actual completion rate determined by reference to the physical state of progress of the works. The latest estimate of the total selling price takes account of claims accepted by the client.If it is regarded as probable that a contract will generate a loss on completion, a provision for expected losses on completion is recognised as a current provision in the balance sheet. The loss is provided for in full as soon as it can be reliably meas-ured, irrespective of the completion rate.

c) Profi ts/losses from joint operationsThese represent the Group’s share of profi ts or losses from non-consolidated partnerships and joint ventures; as such, they are a component of operating profi t and are reported on the lines “Other income from operations” and “Other expenses on operations”.

d) Operating profi tOperating profi t represents the net amount of all income and expenses not generated by fi nancing activities, associates, discontinued or held-for-sale operations, and income taxes.Any impairment of goodwill is recognised as a charge against operating profi t.

e) Income from net surplus cashIncome from net surplus cash comprises all gains, losses, income and expenses generated by components of net sur-plus cash during the period (see Note 9, “Change in net surplus cash”), including gains and losses on related interest rate and currency hedges.

f) Other fi nancial income and expensesThis comprises fi nancial income and expenses that are of a non-operating nature and do not relate to components of net surplus cash.

2.2.4 FINANCIAL INSTRUMENTS Some Group entities use hedging instruments to limit the impact on the income statement of fl uctuations in exchange rates and interest rates. The Group’s policy on the use of fi nancial instruments is described below.

The only instruments used for hedging purposes are:• forward currency purchases and sales, currency swaps and currency options for currency risk hedging purposes;• interest rate swaps and purchases of caps and collars for interest rate risk hedging purposes.

RABO012_24à31_GB_BAT.indd 29 24/04/13 01:24

30

These instruments:• are used solely for hedging purposes;• are contracted solely with high-quality French and foreign banks;• carry no liquidity risk in the event of a downturn.

Specifi c reports are prepared on a regular basis for those responsible for the management and supervision of the relevant Group companies, describing the use of hedging instruments; the selection of counterparties with whom they are contracted; and more generally, the management of exposure to currency risk and interest rate risk.

a) Risks to which the Group is exposed, and principles applied to the management of these fi nancial risksCurrency riskIn general, the Bouygues Construction group has little exposure to currency risk in routine commercial transactions. Where pos-sible, expenses relating to a contract are incurred in the same currency as that in which the contract is billed. This applies to most projects executed outside France, on which local-currency expenses (sub-contracting and supplies) represent a much higher proportion than euro-denominated expenses. Particular attention is paid to risks relating to assets denominated in non-convertible currencies, and to country risk generally.Group policy is to hedge systematically all residual exposure to currency risk on commercial transactions relative to the func-tional currency of a project or entity. If the future cash fl ow is certain, the currency risk is hedged by buying or selling currency forward, or by means of currency swaps. For some large con-tracts, options may be taken out for hedging purposes before the contract award has been confi rmed.Equity investments in foreign companies are usually hedged by a liability of a similar amount in the same currency in the books of the entity that holds the investment.

Interest rate riskInterest rate risk arises on variable-rate debt, and is hedged using variable-rate investments.The Group’s income statement could be adversely affected by a signifi cant fall in European interest rates. Interest rate swaps may be contracted to lock in the income streams from the Group’s surplus cash.

b) Hedge accounting policies and rulesThe Group accounts for hedges in accordance with IAS 39.Hedge accounting is applied where a derivative instrument wholly or partly offsets changes in the fair value or cash fl ows of a hedged item. Hedge effectiveness is assessed on a regular basis, and at least once a quarter.

To qualify for hedge accounting, fi nancial instruments must meet the following conditions:• formal designation and documentation of the hedging rela-tionship on inception of the hedge;• hedge effectiveness demonstrated throughout the life of the fi nancial instrument.

If a hedging relationship cannot be demonstrated, all changes in fair value are recognised in profi t or loss.All derivative instruments are measured at fair value. Fair value is the quoted market price in the case of listed instruments, or is determined using calculation and valuation models based on market data (yield curves, exchange rates, etc) in other cases.No embedded derivatives within the meaning of IAS 39 have been identifi ed within the Bouygues Construction group.

Cash fl ow hedgesA cash fl ow hedge is a hedge of the exposure to variability in the future cash fl ows from a hedged item or a future transaction.Where a derivative instrument is used to hedge the exposure to variability in the cash fl ows from a fi rm commitment or a fore-cast transaction, the change in the fair value of the portion of the hedging instrument that is determined to be an effective hedge is recognised directly in equity.The change in fair value of the portion of the hedge regarded as ineffective is recognised immediately in profi t or loss.

Fair value hedgesThe purpose of a fair value hedge is to limit the variability of the fair value of an asset or a liability recognised in the balance sheet.Where a derivative instrument hedges exposure to changes in the fair value of a receivable or a payable, the change in the fair value of the hedging instrument is recognised immediately in profi t or loss. The gain or loss on the hedged item attributable to the hedged risk is accounted for as an adjustment to the carrying amount of the hedged item, and is recognised directly in profi t or loss.The fair value of hedged items corresponds to their carrying amount translated into euros using the rate prevailing at the balance sheet date.

Hedge of a net investment in a foreign operationA hedge of a net investment in a foreign operation is a hedge of the currency risk exposure on the parent company’s interest in the net assets of that operation.Where a liability denominated in a foreign currency is used to hedge a net investment in a foreign operation, translation differ-ences arising between that currency and the euro are recog-nised directly in equity. If the hedging instrument is a derivative instrument, the change in the fair value of the portion of the

RABO012_24à31_GB_BAT.indd 30 24/04/13 01:24


hedging instrument that is determined to be an effective hedge is recognised directly in equity; the change in fair value of the ineffective portion is recognised immediately in profi t or loss.

2.2.5 CASH FLOW STATEMENTThe cash fl ow statement is presented in accordance with IAS 7 and with CNC recommendation 2009-R-03 of 2 July 2009 (indirect method).The net profi t of consolidated entities is adjusted to eliminate the impact of transactions with no cash effect, and of income and expenses related to investing or fi nancing activities.Cash fl ow as reported in the cash fl ow statement is defi ned as follows:Net profi t from consolidated entities before: net depreciation and amortisation expense, net changes in provisions and impair-ment losses, gains and losses on asset disposals, income from net suplus cash or cost of net debt (included in fi nancing activ-ities in the cash fl ow statement), and net income tax expense for the period.

The cash fl ow statement explains changes in the Group’s net cash position, which is defi ned as the net total of the following balance sheet items:• cash and cash equivalents;• overdrafts and short-term bank borrowings.No cash or cash equivalents were unavailable as of 31 December 2012.

2.2.6 OFF BALANCE SHEET COMMITMENTSA summary of off balance sheet commitments is provided in Note 18.

2.2.7 EBITDAEBITDA equals “Current operating profi t” after stripping out “Net depreciation and amortisation expense”, “Net charges to provisions and impairment losses”, and reversals of unused provisions and impairment losses reported in “Other income from operations” and “Other expenses from operations”.

2.2.8 FREE CASH FLOWFree cash fl ow equals cash fl ow after income from surplus cash (or cost of net debt) and income tax expense, less net capital expenditure for the period.Net capital expenditure equals the purchase price of property, plant and equipment and intangible assets acquired during the period, net of proceeds from disposals and investment grants obtained.

2.2.9 NET SURPLUS CASHNet surplus cash is the sum total of the following items:

• cash and cash equivalents;• overdrafts and short-term bank borrowings;• non-current and current debt;• fi nancial instruments used to hedge fi nancial liabilities measured at fair value.

2.3 OTHER INFORMATIONComparability of the fi nancial statements:The impact of changes in the scope of consolidation between 1 January and 31 December 2012 does not impair the compa-rability of the consolidated fi nancial statements as presented.

Under the revised IAS 1, “Presentation of Financial State-ments”, the Group has elected to present the components of comprehensive income in two detailed statements, as permit-ted by the IASB:a) an income statement;b) a statement of recognised income and expense that reports other comprehensive income, including income and expenses recognised directly in equity.

Bouygues Construction is included in the scope of consolidation of Bouygues SA for the purposes of the presentation of the Bouygues SA consolidated fi nancial statements.

RABO012_24à31_GB_BAT.indd 31 24/04/13 01:26

32

For a breakdown of non-current assets by business segment see Note 16, “Segment Information”.

NOTE 3NON-CURRENT ASSETS

ACQUISITIONS OF NON-CURRENT ASSETS DURING THE YEAR, NET OF DISPOSALS 31/12/2012 31/12/2011

ACQUISITIONS OF PROPERTY, PLANT AND EQUIPMENT (1) 204 294ACQUISITIONS OF INTANGIBLE ASSETS (1) 17 9CAPITAL EXPENDITURE 221 303

ACQUISITIONS OF NON-CURRENT FINANCIAL ASSETS (investments in consolidated and non-consolidated companies, other long-term investments) 26 45ACQUISITIONS OF NON-CURRENT ASSETS 247 348

DISPOSALS OF NON-CURRENT ASSETS (70) (35)ACQUISITIONS OF NON-CURRENT ASSETS, NET OF DISPOSALS 177 313

(1) Net of investment grants obtained (netted off the asset in the balance sheet).

w GROSS VALUE Land and buildings

Plant, equipment and

tooling

Other property, plant and

equipment

PP&E under construction and

advance payments

Total

1 JANUARY 2011 227 711 263 39 1,240

TRANSLATION ADJUSTMENTS 2 7 1 (1) 9TRANSFERS BETWEEN ACCOUNTS 16 25 − (41) −

CHANGES IN SCOPE OF CONSOLIDATION − 1 6 1 8

ACQUISITIONS DURING THE PERIOD 13 174 37 70 294

DISPOSALS AND OTHER REDUCTIONS (7) (93) (29) − (129)31 DECEMBER 2011 251 825 278 68 1,422

OF WHICH FINANCE LEASES 5 2 − − 7MOVEMENTS DURING 2012

TRANSLATION ADJUSTMENTS − (3) − − (3)TRANSFERS BETWEEN ACCOUNTS 65 10 6 (87) (6)

CHANGES IN SCOPE OF CONSOLIDATION 19 − 3 − 22

ACQUISITIONS DURING THE PERIOD 24 98 37 45 204

DISPOSALS AND OTHER REDUCTIONS (27) (81) (43) − (151)31 DECEMBER 2012 332 849 281 26 1,488

OF WHICH FINANCE LEASES 5 2 − − 7

DEPRECIATION AND IMPAIRMENT1 JANUARY 2011 (55) (431) (174) − (660)

TRANSLATION ADJUSTMENTS − (1) (1) − (2)TRANSFERS BETWEEN ACCOUNTS − 1 − − 1

CHANGES IN SCOPE OF CONSOLIDATION − (1) (5) − (6)

DISPOSALS AND OTHER REDUCTIONS 4 58 26 − 88

DEPRECIATION EXPENSE (12) (108) (38) − (158)

IMPAIRMENT LOSSES CHARGED − − − − −

IMPAIRMENT LOSSES REVERSED − − − − −31 DECEMBER 2011 (63) (482) (192) − (737)

OF WHICH FINANCE LEASES (3) (1) − − (4)MOVEMENTS DURING 2012

TRANSLATION ADJUSTMENTS − 2 − − 2TRANSFERS BETWEEN ACCOUNTS − 3 (3) − −

CHANGES IN SCOPE OF CONSOLIDATION (5) − (2) − (7)

DISPOSALS AND OTHER REDUCTIONS 16 57 37 − 110

DEPRECIATION EXPENSE (20) (141) (37) − (198)

IMPAIRMENT LOSSES CHARGED − − − − −

IMPAIRMENT LOSSES REVERSED − − − − −31 DECEMBER 2012 (72) (561) (197) − (830)

OF WHICH FINANCE LEASES (3) (1) − − (4)

CARRYING AMOUNT31 DECEMBER 2011 188 343 86 68 685

OF WHICH FINANCE LEASES 2 1 − − 331 DECEMBER 2012 260 288 84 26 658

OF WHICH FINANCE LEASES 2 1 − − 3

Analyses by business segment and geographical area of the carrying amount of intangible assets and property, plant and equipment, and of capital expenditure, are provided in Note 16, “Segment Information”.

3.1. PROPERTY, PLANT AND EQUIPMENT 658

RABO012_32à38_GB_BAT.indd 32 24/04/13 01:27


GROSS VALUE Development expenses

Concessions, patents and similar rights

Other intangible assets

Total

1 JANUARY 2011 − 116 22 138

TRANSLATION ADJUSTMENTS − − − −TRANSFERS BETWEEN ACCOUNTS − 10 (10) −

CHANGES IN SCOPE OF CONSOLIDATION − − 1 1

ACQUISITIONS DURING THE PERIOD − 4 5 9

DISPOSALS AND OTHER REDUCTIONS − (3) − (3)31 DECEMBER 2011 − 127 18 145


TRANSLATION ADJUSTMENTS − − − −TRANSFERS BETWEEN ACCOUNTS − 8 (8) −

CHANGES IN SCOPE OF CONSOLIDATION − (28) − (28)

ACQUISITIONS DURING THE PERIOD − 8 9 17

DISPOSALS AND OTHER REDUCTIONS − (1) − (1)31 DECEMBER 2012 − 114 19 133

AMORTISATION AND IMPAIRMENT1 JANUARY 2011 − (52) (4) (56)

TRANSLATION ADJUSTMENTS − − − −TRANSFERS BETWEEN ACCOUNTS − − − −

CHANGES IN SCOPE OF CONSOLIDATION − − − −

DISPOSALS AND OTHER REDUCTIONS − 2 − 2

AMORTISATION EXPENSE − (12) (1) (13)

IMPAIRMENT LOSSES CHARGED − − − −

IMPAIRMENT LOSSES REVERSED − − − −31 DECEMBER 2011 − (62) (5) (67)


TRANSLATION ADJUSTMENTS − − − −TRANSFERS BETWEEN ACCOUNTS − − − −

CHANGES IN SCOPE OF CONSOLIDATION − 3 − 3

DISPOSALS AND OTHER REDUCTIONS − − − −

AMORTISATION EXPENSE − (13) (1) (14)

IMPAIRMENT LOSSES CHARGED − − − −

IMPAIRMENT LOSSES REVERSED − − − −31 DECEMBER 2012 − (72) (6) (78)

CARRYING AMOUNT31 DECEMBER 2011 − 65 13 78

31 DECEMBER 2012 − 42 13 55

3.2. INTANGIBLE ASSETS 55

Gross value Impairment Carrying amount

Building & Civil Engineering

Energy & Services

1 JANUARY 2011 417 − 417 167 250

CHANGES IN SCOPE OF CONSOLIDATION, TRANSLATION ADJUSTMENTS & OTHER MOVEMENTS 40 − 40 38 2

IMPAIRMENT LOSSES − − − − −31 DECEMBER 2011 457 − 457 205 252

CHANGES IN SCOPE OF CONSOLIDATION, TRANSLATION ADJUSTMENTS & OTHER MOVEMENTS 34 − 34 33 1

IMPAIRMENT LOSSES − − − − −31 DECEMBER 2012 491 − 491 238 253

3.3. GOODWILL 491

RABO012_32à38_GB_BAT.indd 33 24/04/13 01:27

34

Other non-current fi nancial assets

Investments in associates

Investments in non-consolidated

companies

Other non-current assets

Totalgross value

Amortisationand impairment

Carryingamount

1 JANUARY 2011 67 186 193 446 (122) 324

TRANSLATION ADJUSTMENTS − 2 3 5 − 5 TRANSFERS BETWEEN ACCOUNTS 21 − 2 23 (16) 7

CHANGES IN SCOPE OF CONSOLIDATION − (2) (1) (3) 2 (1)

ACQUISITIONS AND OTHER INCREASES 2 7 110 119 − 119

DISPOSALS AND OTHER REDUCTIONS (36) (1) (29) (66) − (66)

AMORTISATION AND IMPAIRMENT, NET − − − − (2) (2) 31 DECEMBER 2011 54 192 278 524 (138) 386

TRANSLATION ADJUSTMENTS − (1) (1) (2) − (2) TRANSFERS BETWEEN ACCOUNTS 13 (2) 1 12 (1) 11

CHANGES IN SCOPE OF CONSOLIDATION 11 (18) 14 7 2 9

ACQUISITIONS AND OTHER INCREASES 13 5 104 122 − 122

DISPOSALS AND OTHER REDUCTIONS (16) (10) (117) (143) − (143)

AMORTISATION AND IMPAIRMENT, NET − − − − (4) (4) 31 DECEMBER 2012 75 166 279 520 (141) 379

3.4. NON-CURRENT FINANCIAL ASSETS 379

SHARE OF NETASSETS HELD

GOODWILL ONASSOCIATES (NET)

CARRYINGAMOUNT

1 JANUARY 2011 67 − 67

TRANSLATION ADJUSTMENTS − −TRANSFERS BETWEEN ACCOUNTS 21 − 21

CHANGES IN SCOPE OF CONSOLIDATION − −

ACQUISITIONS AND OTHER INCREASES 2 − 2

DISPOSALS AND OTHER REDUCTIONS (36) − (36)

IMPAIRMENT LOSSES − −31 DECEMBER 2011 54 − 54

TRANSLATION ADJUSTMENTS − −TRANSFERS BETWEEN ACCOUNTS 13 − 13

CHANGES IN SCOPE OF CONSOLIDATION 11 − 11

ACQUISITIONS AND OTHER INCREASES 13 − 13

DISPOSALS AND OTHER REDUCTIONS (16) − (16)

IMPAIRMENT LOSSES − −31 DECEMBER 2012 75 − 75

31 DECEMBER 2012 31 DECEMBER 2011

Figures are for 100% of the associate ALIS Stade de France ADELAC ALIS Stade de France ADELAC

NON-CURRENT ASSETS (1) 527 189 815 524 188 817 CURRENT ASSETS 68 82 21 109 70 33 TOTAL ASSETS 595 271 836 633 258 850

SHAREHOLDERS' EQUITY (148) 64 (68) (95) 53 (27) NON-CURRENT LIABILITIES 705 127 810 685 128 859

CURRENT LIABILITIES 38 80 94 43 77 18 TOTAL LIABILITIES AND EQUITY 595 271 836 633 258 850

SALES 56 93 37 54 79 32 OPERATING PROFIT 27 16 19 25 6 16

NET PROFIT/(LOSS) (17) 10 (20) (7) 3 (22)

(1) Net of investment grants obtained.

3.4.1. INVESTMENTS IN ASSOCIATES 75

The Bouygues Construction group owns a number of investments in associates, a list of which is provided in Note 25, “List of principal consolidated entities”. Summary information about the assets, liabilities, income and expenses of the Bouygues Construction group’s principal associates is provided below.

RABO012_32à38_GB_BAT.indd 34 24/04/13 01:28


INVESTMENTS IN NON-CONSOLIDATED COMPANIES (1) 31 December 2012

Gross value Impairment Carryingamount

% interest Total assets (2)

Total current & non-current liabilities (2)

Total sales (2)

Net profi t/(loss) (2)

FRENCH COMPANIES

FONCIÈRE POINT DU JOUR 10 (8) 2 100% 2 − − −OEDC 3 (1) 2 100% 2 − − −

FICHALLENGE 2 − 2 100% 2 − − −

OTHER INVESTMENTS IN FRENCH COMPANIES 17 (1) 16 − − − − −SUB-TOTAL 32 (10) 22 − − − − −

FOREIGN COMPANIES

HONG KONG IEC LIMITED 53 − 53 15% 137 18 34 (11)

VSL CORPORATION (United States) 22 (22) 0 100% − − − −

BOUYGUES POLSKA 9 (9) 0 100% 1 1 − −

C.C.I.B (Romania) 6 (6) 0 22% − − − −

EQUIBY LTD (Jersey) 5 (5) 0 51% 9 4 − −

FROG ELECTR. CONT (South Africa) 5 (5) 0 100% − − − −

BOREAL (Cyprus) 4 (4) 0 100% − − − −

VORSPANNTECHNIK (Germany) 2 (2) 0 100% − − − −

OTHER INVESTMENTS IN FOREIGN COMPANIES 28 (7) 21 − − − − −SUB-TOTAL 134 (60) 74 − − − − −

TOTAL 166 (70) 96 − − − − −

INVESTMENTS IN NON-CONSOLIDATED COMPANIES (1) 31 December 2011

Gross value Impairment Carryingamount

% interest Total assets (2)

Total current & non-current liabilities (2)

Total sales (2)

Net profi t/(loss) (2)

FRENCH COMPANIES

FONCIÈRE POINT DU JOUR 10 (8) 2 100% 2 − − −OEDC 3 (1) 2 100% 2 − − −

FICHALLENGE 2 - 2 100% 2 − − −

OTHER INVESTMENTS IN FRENCH COMPANIES 15 - 15 − − − − −SUB-TOTAL 30 (9) 21 − − − − −

FOREIGN COMPANIES

HONG KONG IEC LIMITED 54 - 54 15% 150 20 26 (14)

VSL CORPORATION (United States) 22 (22) 0 100% − − − −

SOCOPRIM (Ivory Coast) 13 - 13 61% 96 73 - -

BOUYGUES POLSKA 9 (9) 0 100% 1 - - -

BOMBELA CONCESSION CO (South Africa) 9 - 9 17% 411 399 17 -

C.C.I.B (Romania) 6 (6) 0 22% − − − −

EQUIBY LTD (Jersey) 5 (5) 0 51% 9 − − −

FROG ELECTR. CONT (South Africa) 5 (5) 0 100% − − − −

BOREAL (Cyprus) 4 (4) 0 100% − − − −

BOUYGUES SHANGHAI ENGINEERING 4 (3) 1 100% 3 1 1 −

BOUYGUES DEUTSCHLAND GMBH 3 (2) 1 100% 2 2 − −

SETAO (Ivory Coast) 2 (2) 0 79% 1 9 − −

OTHER INVESTMENTS IN FOREIGN COMPANIES 26 (7) 19 − − − − −SUB-TOTAL 162 (65) 97 − − − − −

TOTAL 192 (74) 118 − − − − −

(1) Not consolidated because: - the Group does not exercise control or signifi cant infl uence over the entity;- the potential contribution of the entity to the consolidated fi nancial statements is immaterial.

(2) Based on available annual information.

MOVEMENT DURING THE PERIOD 1 JANUARY 2012 NET MOVEMENTS DURING 2012 (1) 31 DECEMBER 2012

STADE DE FRANCE 18 3 21HERMES AIRPORT − − −

ADELAC − − −

ALIS − − −

WARNOWQUERUNG 12 − 12

BINA (FINCOM and ISTRA) 8 − 8

TRANSJAMAICAN 10 − 10

SOCOPRIM − 14 14

OTHER 6 4 10 TOTAL 54 21 75

(1) Includes: share of net profi t/loss for the period, acquisitions, changes in scope of consolidation, translation adjustments, dividends paid, capital increases, and changes in the fair value of fi nancial instruments. Accumulated unrecognised losses on associates: €29m.

3.4.2. INVESTMENTS IN NON-CONSOLIDATED COMPANIES 96

RABO012_32à38_GB_BAT.indd 35 24/04/13 01:28

36

THE MAIN ITEMS INCLUDED IN THIS HEADING ARE:• ADVANCES TO NON-CONSOLIDATED COMPANIES 44

• NON-CURRENT LOANS AND RECEIVABLES 141

• OTHER LONG-TERM INVESTMENTS: 23

COMPRISING:

- DEPOSITS AND CAUTION MONEY 18

- OTHER LONG-TERM INVESTMENT SECURITIES 5

3.4.3. OTHER NON-CURRENT ASSETS 208

3.4.4. ANALYSIS OF INVESTMENTS IN NON-CONSOLIDATED COMPANIES AND OTHER NON-CURRENT ASSETS BY TYPE 304

3.5. NON-CURRENT TAX ASSETS 100

3.4.5. JOINT VENTURES

The Bouygues Construction group owns a number of investments in joint ventures. A list of the principal consolidated entities at 31 December 2012 is provided in Note 25. Summary information about the assets, liabilities, income and expenses of joint ventures is provided below.

Available-for-sale fi nancial

assets

Loans andreceivables

Financial assets at fair value through

profi t or loss

Held-to-maturityfi nancial assets

Total

The fi gures below do not include investments in associates.

31 DECEMBER 2011 122 210 332

MOVEMENTS DURING 2012 (21) (7) (28)31 DECEMBER 2012 101 203 304

DUE WITHIN LESS THAN 1 YEAR − 46 46DUE WITHIN 1 TO 5 YEARS − 98 98

DUE AFTER MORE THAN 5 YEARS 101 59 160

BOUYGUES CONSTRUCTION SHARE 31/12/2012 31/12/2011

NON-CURRENT ASSETS 106 126 CURRENT ASSETS 709 733 TOTAL ASSETS 815 859

SHAREHOLDERS' EQUITY (233) (211) NON-CURRENT LIABILITIES 70 87

CURRENT LIABILITIES 978 983 TOTAL LIABILITIES AND EQUITY 815 859

SALES 922 906 OPERATING PROFIT/(LOSS) 44 11 NET PROFIT/(LOSS) 19 22

31/12/2012 31/12/2011

DEFERRED TAX ASSETS (1) 100 93OTHER NON-CURRENT TAX ASSETS − 0

TOTAL NON-CURRENT TAX ASSETS (1) 100 93

(1) See Note 7 for details.

RABO012_32à38_GB_BAT.indd 36 24/04/13 01:34


NOTE 4CURRENT ASSETS

4.1. INVENTORIES 332

4.2. ADVANCES AND DOWN-PAYMENTS ON ORDERS 151

4.3. TRADE AND OTHER RECEIVABLES 3 260

4.4. SPLIT OF TRADE RECEIVABLES BETWEEN NON PAST DUE AND PAST DUE BALANCES AT 31 DECEMBER 2012 (AGEING OF TRADE RECEIVABLES)

INVENTORIES 31 DECEMBER 2012 31 DECEMBER 2011

Gross value Impairment Carrying amount Gross value Impairment Carrying amount

RAW MATERIALS AND SUPPLIES, FINISHED GOODS AND PROPERTY DEVELOPMENT INVENTORIES 344 (12) 332 354 (8) 346

TOTAL 344 (12) 332 354 (8) 346



ADVANCES AND DOWN-PAYMENTS ON ORDERS 151 − 151 116 − 116TOTAL 151 − 151 116 − 116



TRADE RECEIVABLES(including unbilled receivables) 2,733 (213) 2,520 2,770 (233) 2,537

CURRENT TAX ASSETS (tax receivable) 29 − 29 18 − 18

OTHER RECEIVABLES AND PREPAID EXPENSES: OTHER OPERATING RECEIVABLES

( employees, social security, government and other)386 (11) 375 382 (13) 369

SUNDRY RECEIVABLES (including current accounts) 263 (37) 226 280 (36) 245

PREPAID EXPENSES 110 110 84 − 84TOTAL TRADE AND OTHER RECEIVABLES 3,521 (261) 3,260 3,534 (282) 3,253

Non past due balances

Balances past due by:Total

0-6 months 6-12 months > 12 months

TRADE RECEIVABLES 2,059 398 96 180 2,733IMPAIRMENT OF TRADE RECEIVABLES (28) (45) (18) (122) (213)TOTAL TRADE RECEIVABLES 2,031 353 78 58 2,520

COMPARATIVE AS AT 31 DECEMBER 2011 1,930 385 166 56 2,537

IMPAIRMENT OF INVENTORIES CHARGED DURING THE YEAR REVERSED DURING THE YEAR

2012 2011 2012 2011

RAW MATERIALS AND SUPPLIES, FINISHED GOODS AND PROPERTY DEVELOPMENT INVENTORIES (5) (3) 4 2 TOTAL (5) (3) 4 2

RABO012_32à38_GB_BAT.indd 37 24/04/13 01:34

38

4.5. OTHER CURRENT FINANCIAL ASSETS 6

4.6. CASH AND CASH EQUIVALENTS 3 845

See Note 17, “Financial Instruments”.




BOUYGUES RELAIS 1,941 − 1,941 2,063 − 2,063UNISERVICE 1,153 − 1,153 934 − 934

OTHER CASH 679 − 679 516 − 516

CASH EQUIVALENTS 72 − 72 37 − 37TOTAL 3,845 − 3,845 3,550 − 3,550

SPLIT BY CATEGORY 31/12/2012 31/12/2011

AVAILABLE-FOR-SALE 3,845 3,550TOTAL 3,845 3,550

31/12/2012 31/12/2011

CASH 3,773 3,513CASH EQUIVALENTS 72 37TOTAL 3,845 3,550

OVERDRAFTS AND SHORT-TERM BANK BORROWINGS (235) (196)NET CASH POSITION 3,610 3,354

SPLIT BY CURRENCY: 2012 Euro Pound sterling

Swiss franc

Hong Kong dollar

Singapore dollar

Qatar riyal

US dollar

CFA franc

Other Total

CASH 2,244 266 384 246 209 62 153 69 140 3,773CASH EQUIVALENTS 72 − − − − − − − − 72TOTAL 2,316 266 384 246 209 62 153 69 140 3,845

SPLIT BY CURRENCY: 2011 Euro Pound sterling

Swiss franc

Hong Kong dollar

Qatar riyal

US dollar

CFA franc

Other Total

CASH 2,518 193 319 106 46 138 41 152 3,513

CASH EQUIVALENTS 31 − − − − − 4 2 37

TOTAL 2,549 193 319 106 46 138 45 154 3,550

Cash equivalents have a maturity of less than three months, or are readily convertible into cash.

The net cash position shown in the cash flow statement comprises the following items:

RABO012_32à38_GB_BAT.indd 38 24/04/13 01:34


NOTE 5SHAREHOLDERS’ EQUITY

As of 31 December 2012, the share capital amounted to €127,967,250, comprising 1,706,230 shares with a par value of €75. Movements during 2012 were as follows:

5.1. SHARE CAPITAL €127,967,250

1 January 2012 Movements during 2012 31 December 2012

Reductions Increases

SHARES 1,706,230 − − 1,706,230INVESTMENT CERTIFICATES − − − −

NUMBER OF SHARES 1,706,230 − − 1,706,230

PAR VALUE €75 − − €75SHARE CAPITAL (€) 127,967,250 − − 127,967,250

5.2.2. FAIR VALUE REMEASUREMENT RESERVE -€39MThe fair value remeasurement reserve is used to record changes in fair value that will be reclassifi ed to profi t or loss at a future date. It includes fair value remeasurements of fi nancial instruments used as cash fl ow hedges and of available-for-sale fi nancial assets.

5.2.3. OTHER RESERVES -€12M

5.2. ITEMS RECOGNISED DIRECTLY IN EQUITY

5.2.1. TRANSLATION RESERVE +€5M

The translation reserve represents translation differences arising since 1 January 2004, when the reserve was deemed to be zero under the option allowed by IFRS 1. The translation reserve includes the cumulative translation differences of associates. Principal translation differences in the year ended 31 December 2012 arising on foreign companies reporting in:

CURRENCY 31 December 2011 Movements during 2012 31 December 2012

POUND STERLING 1 1 2SWISS FRANC (3) − (3)

CROATIAN KUNA 1 − 1

RUSSIAN ROUBLE 1 − 1

U.S. DOLLAR (5) − (5)

HONG KONG DOLLAR 1 (1) 0

SINGAPORE DOLLAR 1 1 2

AUSTRALIAN DOLLAR 1 − 1

SOUTH AFRICAN RAND (14) 17 3

POLISH ZLOTY 1 (1) 0

OTHER CURRENCIES 2 1 3TOTAL (13) 18 5

31 December 2011 Movements during 2012 31 December 2012

FAIR VALUE REMEASUREMENT RESERVE (59) 20 (39)TOTAL (59) 20 (39)

31 December 2011 Movements during 2012 31 December 2012

REVALUATION RESERVE 4 − 4ACTUARIAL GAINS/(LOSSES) 2 (18) (16)TOTAL 6 (18) (12)

RABO012_39à48_GB_BAT.indd 39 24/04/13 01:36

40

NOTE 6NON-CURRENT AND CURRENT PROVISIONS

6.1. NON-CURRENT PROVISIONS 884Employee

benefi tsLitigation and

claimsCustomer warranties

Risks on subsidiaries and

affi liates

Miscellaneous foreign risks

Other non-current provisions

Total

1 JANUARY 2011 131 193 262 33 96 67 782

TRANSLATION ADJUSTMENTS − − 1 − − − 1TRANSFERS BETWEEN ACCOUNTS (1) 2 − 5 − − 6

CHANGES IN METHOD AND IN SCOPE OF CONSOLIDATION − − − (2) − (1) (3)

RECOGNISED DIRECTLY IN EQUITY (8) − − − − − (8)

CHARGES TO PROVISIONS 8 60 81 2 5 24 180

REVERSALS (provisions used) (4) (11) (52) (1) (1) (5) (74)

REVERSALS (provisions not used) (1) (49) (19) (1) (4) (13) (87)31 DECEMBER 2011 125 195 273 36 96 72 797


TRANSLATION ADJUSTMENTS − − − − − − 0TRANSFERS BETWEEN ACCOUNTS − 2 − 11 − (1) 12

CHANGES IN METHOD AND IN SCOPE OF CONSOLIDATION 12 (1) 2 − − − 13

RECOGNISED DIRECTLY IN EQUITY 24 − − − − − 24

CHARGES TO PROVISIONS 11 53 83 4 12 60 223

REVERSALS (provisions used) (1) (14) (48) (2) (4) (12) (81)

REVERSALS (provisions not used) − (52) (21) (1) (15) (15) (104)31 DECEMBER 2012 171 183 289 48 89 104 884

6.2. CURRENT PROVISIONS 408Risks on

completed projectsProject

completion expenses

Expected losses to completion

Other current provisions

Total

1 JANUARY 2011 54 132 186 63 435

TRANSLATION ADJUSTMENTS − 1 (5) (3) (7)TRANSFERS BETWEEN ACCOUNTS − (1) − 2 1

CHANGES IN METHOD AND IN SCOPE OF CONSOLIDATION − (2) (3) − (5)

CHARGES TO PROVISIONS 30 69 41 27 167

REVERSALS (provisions used) (15) (48) (71) (14) (148)

REVERSALS (provisions not used) (10) (23) (14) (10) (57)31 DECEMBER 2011 59 128 134 65 386


TRANSLATION ADJUSTMENTS − − (2) (2) (4)TRANSFERS BETWEEN ACCOUNTS (1) (2) (3) 6 0

CHANGES IN METHOD AND IN SCOPE OF CONSOLIDATION 1 − 1 (1) 1

CHARGES TO PROVISIONS 13 120 36 33 202

REVERSALS (provisions used) (9) (44) (35) (11) (99)

REVERSALS (provisions not used) (18) (35) (18) (7) (78)31 DECEMBER 2012 45 167 113 83 408

RABO012_39à48_GB_BAT.indd 40 24/04/13 01:36


NOTE 7NON-CURRENT TAX ASSETS AND LIABILITIES ASSETS 100 / LIABILITIES 33

7.1. NON-CURRENT TAX ASSETS AND LIABILITIES MOVEMENT IN DEFERRED TAX ASSETS IN THE CONSOLIDATED BALANCE SHEET

Movements during 2012

31/12/2011 Net expense Other movements 31/12/2012

DEFERRED TAX ASSETS 93 (3) 10 100

7.3. NON-CURRENT TAX LIABILITIESMOVEMENT IN DEFERRED TAX LIABILITIES IN THE CONSOLIDATED BALANCE SHEET


31/12/2011 Net gains Other movements 31/12/2012

DEFERRED TAX LIABILITIES 36 (2) (1) 33

7.2. DEFERRED TAX ASSETS BY BUSINESS SEGMENTTYPE OF DEFERRED TAXATION BY BUSINESS SEGMENT


Deferred tax assets 31/12/2011

Changes in scope of

consolidation

Translationadjustments

Gain Expense Other items Deferred tax assets 31/12/2012

(A) TAX LOSSES AVAILABLE FOR CARRY-FORWARD

BUILDING AND CIVIL ENGINEERING 2 2 1 − (1) − 4Energy and Services 14 − − − (7) (1) 6SUB-TOTAL 16 2 1 0 (8) (1) 10

(B) TEMPORARY DIFFERENCES (1)BUILDING AND CIVIL ENGINEERING 66 − (1) 1 − 6 72Energy and Services 11 − − 4 − 3 18SUB-TOTAL 77 0 (1) 5 0 9 90

TOTAL DEFERRED TAX ASSETS 93 2 0 5 (8) 8 100

(1) Arising on timing differences between tax and accounting treatments, and on consolidation adjustments.

7.4. DEFERRED TAX LIABILITIES BY BUSINESS SEGMENTTYPE OF DEFERRED TAXATION BY BUSINESS SEGMENT


Deferred tax liabilities 31/12/11

Changes inscope of

consolidation

Translationadjustments

Gain Expense Other items Deferred tax liabilities 31/12/2012

TEMPORARY DIFFERENCES (1)BUILDING AND CIVIL ENGINEERING 36 − − (2) − (1) 33ENERGY AND SERVICES − − − − − − −SUB-TOTAL 36 0 0 (2) 0 (1) 33

TOTAL DEFERRED TAX LIABILITIES 36 0 0 (2) 0 (1) 33

(1) Arising on timing differences between tax and accounting treatments, and on consolidation adjustments.

7.5. MAIN SOURCES OF DEFERRED TAXATION31/12/2012 31/12/2011

DEFERRED TAX ASSETS 100 93

EMPLOYEE BENEFITS 46 36CUSTOMER WARRANTIES 15 16

EXPECTED LOSSES TO COMPLETION 15 14

PROVISIONS FOR CUSTOMER DISPUTES AND BAD DEBTS 10 4

TAX LOSSES AVAILABLE FOR CARRY-FORWARD 10 16

OTHER SOURCES OF DEFERRED TAX ASSETS 4 7DEFERRED TAX LIABILITIES 33 36

TOTAL 67 57

42

7.6. PERIOD TO RECOVERY OF DEFERRED TAX ASSETS

7.7. UNRECOGNISED DEFERRED TAX ASSETS

31 DECEMBER 2012 LESS THAN 2 YEARS 2 TO 5 YEARS MORE THAN 5 YEARS TOTAL

DEFERRED TAX ASSETS 48 33 19 100

FINANCE LEASE OBLIGATIONS BYBUSINESS SEGMENT

BUILDING & CIVILENGINEERING

ENERGY &SERVICES TOTAL

NON-CURRENT, 31 DECEMBER 2012 − − −

CURRENT, 31 DECEMBER 2012 1 − 1NON-CURRENT, 31 DECEMBER 2011 − − −

CURRENT, 31 DECEMBER 2011 1 − 1

31/12/2012 31/12/2011

BOUYGUES GROUP TAX ELECTION 86 88

OTHER 125 118

TOTAL 211 206

NOTE 8NON-CURRENT AND CURRENT DEBT

8.1. INTEREST-BEARING DEBT BY MATURITY 512DEBT Current Non-current

0-3 months2013

3-12 months2013

1-2 years2014

2-3 years2015

3-4 years2016

4-5 years2017

5-6 years2018

6 years2019+later

Total31/12/2012

Total31/12/2011

BOND ISSUES − − − − − − − − − −BANK BORROWINGS 1 2 5 3 3 4 3 23 44 50

FINANCE LEASE OBLIGATIONS − 1 − − − − − − 1 1OTHER BORROWINGS − 4 8 17 11 1 1 7 49 77PARTICIPATING BORROWINGS − − − − − − − − − −UNISERVICE BORROWINGS − 1 172 200 45 − − − 418 354TOTAL INTEREST-BEARING DEBT 1 8 185 220 59 5 4 30 512 482COMPARATIVE AT 31/12/2011 3 3 37 41 170 179 6 43 482 −

8.2. CONFIRMED CREDIT FACILITIES AND DRAWDOWNSConfi rmed facilities - Maturity Drawdowns - Maturity

< 1 year 1-5 years > 5 years Total < 1 year 1-5 years > 5 years Total

BOND ISSUES − − − − − − − −BANK BORROWINGS 4 31 26 61 4 15 26 45

OTHER BORROWINGS 5 454 8 467 5 454 8 467

PARTICIPATING BORROWINGS − − − − − − − −

INTRA-GROUP BORROWINGS − − − − − − − −TOTAL 9 485 34 528 9 469 34 512

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8.3. LIQUIDITY AT 31 DECEMBER 2012

8.4. SPLIT OF CURRENT AND NON-CURRENT DEBT BY INTEREST RATE TYPE

8.5. SPLIT OF DEBT BY CURRENCY

31/12/2012 31/12/2011

FIXED RATE (1) 4% 5%VARIABLE RATE 96% 95%

(1) Debt at fi xed rate for more than one year.

As at 31 December 2012, the net cash position stood at €3,610m, plus €16m of confirmed medium-term credit facilities undrawn as of that date. See Note 4.6 for further details about cash and cash equivalents.

Split of current and non-current debt, including the effect of all open interest rate hedging contracts at the balance sheet date:

Available cash Debt maturity schedule(1)

4,000

3,500

3,000 2,500 2,000

1,500

1,000

500

0Liquidity 2013 2014 2015 2016 2017 2018 2019 +

later(1) Non-current debt (€503m) and current debt (€9m).

Consequently, the Bouygues Construction group is not exposed to liquidity risk. The credit facilities contracted by the Bouygues Construction group contain no financial covenants or trigger event clauses.

Net cash position

Euro Poundsterling

Swissfranc

U.S.dollar

Czechkoruna

Polishzloty

Hong Kongdollar

Othercurrencies

Total

NON-CURRENT AT 31/12/2012 32 135 151 80 28 33 32 12 503

CURRENT AT 31/12/2012 2 4 − − − − 2 1 9NON-CURRENT AT 31/12/2011 50 114 150 54 27 31 38 12 476

CURRENT AT 31/12/2011 3 − − − − − 2 1 6

An analysis of debt by business segment is provided in Note 16 “Segment information”

Undrawn medium/long-term facilities

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44

NOTE 9CHANGE IN NET SURPLUS CASH

9.1. CHANGE IN NET SURPLUS CASH 3 093

9.2. PRINCIPAL MOVEMENTS DURING THE PERIOD:

31/12/2011 MOVEMENTS IN 2012 31/12/2012

CASH AND CASH EQUIVALENTS 3,550 295 3,845 BANK OVERDRAFTS & SHORT-TERM BANK BORROWINGS (196) (39) (235) NET CASH POSITION 3,354 256 (1) 3,610

NON-CURRENT DEBT (476) (27) (503) CURRENT DEBT (6) (3) (9)

FINANCIAL INSTRUMENTS (2) (3) (2) (5) DEBT (485) (32) (517)

NET SURPLUS CASH 2,869 224 3,093

(1) Net cash position as analysed in the cash fl ow statement.(2) Fair value hedges of fi nancial liabilities.

NET SURPLUS CASH AT 31 DECEMBER 2011 2,869

NET CASH GENERATED BY OPERATING ACTIVITIES 593NET CASH USED IN INVESTING ACTIVITIES (168)

DIVIDENDS PAID (227)

INCOME FROM NET SURPLUS CASH 16

EFFECT OF CHANGES IN SCOPE OF CONSOLIDATION ON DEBT 21

EFFECT OF EXCHANGE RATES ON NET CASH POSITION AND DEBT 5

OTHER MOVEMENTS (16) NET SURPLUS CASH AT 31 DECEMBER 2012 3,093

RABO012_39à48_GB_BAT.indd 44 24/04/13 01:37


NOTE 10OTHER CURRENT LIABILITIES

10.1. TRADE PAYABLES AND OTHER LIABILITIES 6 371

10.2. OVERDRAFTS AND SHORT-TERM BANK BORROWINGS 235

10.3. OTHER CURRENT FINANCIAL LIABILITIES 5

31/12/2012 31/12/2011

ADVANCES AND DOWN-PAYMENTS RECEIVED 826 900CURRENT TAXES PAYABLE 51 73

TRADE PAYABLES 2,740 2,619

OTHER CURRENT LIABILITIES 2,754 2,671

EMPLOYEE-RELATED AND SOCIAL SECURITY LIABILITIES 428 389AMOUNTS DUE TO GOVERNMENT AND LOCAL AUTHORITIES 431 429

OTHER CURRENT LIABILITIES 294 328

DEFERRED INCOME 1,601 1,525

SPLIT BY CURRENCY: 31/12/2012 Euro Hong Kong dollar

CFA franc Pound sterling Other Total

- OVERDRAFTS AND SHORT-TERM BANK BORROWINGS 53 104 22 21 35 235

SPLIT BY CURRENCY: 31/12/2011 Euro Hong Kong dollar

CFA franc Other Total

- OVERDRAFTS AND SHORT-TERM BANK BORROWINGS 102 50 26 18 196

See Note 17, “Financial Instruments”.

RABO012_39à48_GB_BAT.indd 45 24/04/13 01:37

46

NOTE 11SALES AND OTHER REVENUES FROM OPERATIONS

11.1. ANALYSIS BY ACCOUNTING CLASSIFICATION

11.2. ANALYSIS OF SALES BY BUSINESS SEGMENT

31/12/2012 (1) 31/12/2011(1)

SALES OF GOODS 175 139 SALES OF SERVICES 2,065 1,896

CONSTRUCTION CONTRACTS 8,400 7,767 SALES 10,640 9,802

OTHER REVENUES FROM OPERATIONS 106 138

TOTAL 10,746 9,940

(1) There were no exchanges of goods or services during the period..

INFORMATION ABOUT CONSTRUCTION CONTRACTSAS AT 31 DECEMBER 2012

ASSETS

UNBILLED WORKS 360 WARRANTY RETENTIONS 125 LIABILITIES

WORKS BILLED IN ADVANCE 1,363 ADVANCE PAYMENTS RECEIVED 771

COSTS INCURRED SINCE INCEPTION ON CONTRACTS IN PROGRESS (plus recognised profi ts, minus recognised losses) 14,349

BUSINESS SEGMENT 2012 sales 2011 sales

France International Total 31/12/2012

% of total sales

France International Total 31/12/2011

% of total sales

BUILDING & CIVIL ENGINEERING 4,525 4,574 9,099 86% 4,289 4,011 8,300 85%ENERGY & SERVICES 1,087 454 1,541 14% 1,061 441 1,502 15%SALES 5,612 5,028 10,640 100% 5,350 4,452 9,802 100%

% CHANGE 2012 VS. 2011 5% 13% 9% — — — — —

11.3. ANALYSIS OF SALES BY GEOGRAPHICAL AREAANALYSIS BY GEOGRAPHICAL AREA 2012 sales 2011 sales

Total % of total sales Total % of total sales

FRANCE 5,612 52.7% 5,350 54.6%EUROPEAN UNION 1,449 13.6% 1,314 13.4%REST OF EUROPE 849 8.0% 825 8.4%AFRICA 664 6.2% 766 7.8%MIDDLE EAST 177 1.7% 139 1.4%AMERICAS 420 4.0% 290 3.0%ASIA/PACIFIC 1,469 13.8% 1,118 11.4%TOTAL 10,640 100.0% 9,802 100.0%

11.4. ANALYSIS OF SALES BY TYPE OF CONTRACT (%)

TYPE OF CONTRACT 2012 2011

France International Combined France International Combined

PUBLIC-SECTOR (1) 44% 56% 50% 46% 60% 52%PRIVATE-SECTOR 56% 44% 50% 54% 40% 48%

(1) Sales billed directly to government departments, local authorities or public enterprises in France and abroad.

RABO012_39à48_GB_BAT.indd 46 24/04/13 01:37


NOTE 12OPERATING PROFIT

NOTE 13INCOME FROM NET SURPLUS CASH AND OTHER FINANCIAL INCOME AND EXPENSES

CURRENT OPERATING PROFIT 2012 2011

SALES 10,640 9,802 OTHER REVENUE FROM OPERATIONS 106 138

PURCHASES USED IN PRODUCTION AND EXTERNAL CHARGES (7,515) (6,948)

PERSONNEL COSTS (2,501) (2,375)


NET DEPRECIATION AND AMORTISATION EXPENSES (212) (171)

NET CHARGES TO PROVISIONS AND IMPAIRMENT LOSSES (278) (197)

CHANGE IN PRODUCTION & PROPERTY DEVELOPMENT INVENTORIES (28) 57

OTHER INCOME AND EXPENSES ON OPERATIONS:

REVERSALS OF IMPAIRMENT LOSSES AND UNUSED PROVISIONS 240 172

NET GAINS ON DISPOSALS OF NON-CURRENT ASSETS 22 12

NET FOREIGN EXCHANGE GAINS/(LOSSES) (8) (25)

OTHER INCOME/(EXPENSES) 44 21 CURRENT OPERATING PROFIT 364 353

OTHER OPERATING INCOME AND EXPENSES 0 0

OPERATING PROFIT 364 353

An analysis by business segment is provided in Note 16.

13.1. COMPONENTS OF INCOME FROM NET SURPLUS CASH

13.2. BREAKDOWN OF OTHER FINANCIAL INCOME AND EXPENSES

2012 2011

COST OF DEBT (8) (6)INCOME FROM CASH AND CASH EQUIVALENTS 24 25 INCOME FROM NET SURPLUS CASH 16 19

INCOME FROM NET SURPLUS CASH COMPRISES:NET INTEREST EXPENSE ON DEBT (8) (6)

INTEREST EXPENSE ON FINANCE LEASES — —

IMPACT OF FINANCIAL INSTRUMENTS ON DEBT — —SUB-TOTAL (8) (6)

NET INTEREST INCOME FROM CASH AND CASH EQUIVALENTS 24 25IMPACT OF FINANCIAL INSTRUMENTS ON NET CASH POSITION — —

INCOME FROM AVAILABLE-FOR-SALE FINANCIAL ASSETS AND CASH EQUIVALENTS — —SUB-TOTAL 24 25

2012 2011

DIVIDENDS FROM NON-CONSOLIDATED COMPANIES 8 6NET (INCREASE)/DECREASE IN FINANCIAL PROVISIONS (3) (2)

NET DISCOUNTING EXPENSE —

CHANGE IN FAIR VALUE OF OTHER FINANCIAL ASSETS AND LIABILITIES —

CURRENT ACCOUNT WAIVERS, NET GAINS/LOSSES ON DISPOSALS OF INVESTMENTS IN NON-CONSOLIDATED COMPANIES AND OTHER FINANCIAL ASSETS, NET INTEREST OTHER THAN ON DEBT, AND OTHER ITEMS 12 6

OTHER FINANCIAL INCOME/(EXPENSES), NET 17 10

An analysis by business segment is provided in Note 16.

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48

NOTE 14INCOME TAX EXPENSE

14.1. ANALYSIS OF INCOME TAX EXPENSE2012 2011

France Other countries Total France Other countries Total

TAX PAYABLE TO THE TAX AUTHORITIES (93) (34) (127) (99) (46) (145)

CHANGE IN DEFERRED TAX LIABILITIES (1) (2) 2 − 2 2 (2) −

CHANGE IN DEFERRED TAX ASSETS (1) (2) (2) (1) (3) 10 (4) 6

DIVIDEND TAX − (1) (1) − (1) (1)TOTAL (93) (36) (129) (87) (53) (140)

An analysis by business segment is provided in note 16.

2012 2011

(1) includes deferred taxes arising from: - temporary differences 7 3- tax loss carry-forwards (8) 3 - changes in tax rates or new taxes − −

(2) includes tax charges/credits on temporary differences from prior periods not previously recognised:- current taxes − −- deferred taxes − −

14.2. TAX PROOF (RECONCILIATION BETWEEN STANDARD TAX RATE AND EFFECTIVE TAX RATE)

2012 2011

STANDARD TAX RATE IN FRANCE 34.43% 34.43%DIFFERENCES IN TAX RATES BETWEEN FRANCE AND OTHER COUNTRIES -1.63% -3.01%

UNRECOGNISED DEFERRED TAX ASSETS 3.41% 7.14%

EFFECT OF PERMANENT DIFFERENCES -3.54% -5.56%

FLAT-RATE AND REDUCED-RATE TAXES 1.54% 4.44%

DIVIDEND TAXES 0.27% 0.38%

OTHER -1.52% 0.06%EFFECTIVE TAX RATE 32.96% 37.88%

Differences between the standard corporate income tax rate applicable in France and the effective tax rate based on the consolidated financial statements are explained as follows:

Basic earnings per share is calculated by dividing net profit attributable to the Group by the weighted average number of shares outstanding during the year (excluding the average number of ordinary shares bought and held as treasury shares), i.e. 1,706,230 shares.

NOTE 15BASIC AND DILUTED EARNINGS PER SHARE

2012 2011

NET PROFIT ATTRIBUTABLE TO THE GROUP (€M) 267 226WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING 1,706,230 1,706,230 BASIC EARNINGS PER SHARE (€) €156.49 €132.46

2012 2011

NET PROFIT USED TO CALCULATE DILUTED EARNINGS PER SHARE (€M) 267 226WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING USED TO CALCULATE DILUTED EARNINGS PER SHARE 1,706,230 1,706,230 DILUTED EARNINGS PER SHARE (€) €156.49 €132.46

Diluted earnings per share is calculated by reference to the weighted average number of shares outstanding, adjusted for the conversion of all potentially dilutive shares. Because Bouygues Construction does not use dilutive instruments, there is no difference between basic earnings per share and diluted earnings per share.


NOTE 16SEGMENT INFORMATIONThe segment information reported below is a breakdown of the contribution of each segment to the main line items in the balance sheet, income statement and cash fl ow statement.

16.1. ANALYSIS BY BUSINESS SEGMENT: YEAR ENDED 31 DECEMBER 2012

BUILDING & CIVIL ENGINEERING ENERGY & SERVICES TOTAL

INCOME STATEMENTTOTAL SALES 9,156 1,645 10,801INTER-SEGMENT SALES (57) (104) (161)

THIRD-PARTY SALES 9,099 1,541 10,640

CURRENT OPERATING PROFIT 331 33 364

OTHER OPERATING INCOME AND EXPENSES − − −

OPERATING PROFIT 331 33 364

INCOME FROM NET SURPLUS CASH/(cost of net debt) 16 − 16

OTHER FINANCIAL INCOME/(expenses), NET 16 1 17

INCOME TAX EXPENSE (117) (12) (129)

SHARE OF PROFITS/(losses) OF ASSOCIATES (5) (1) (6)


NET PROFIT OF DISCONTINUED AND HELD-FOR-SALE OPERATIONS − − −


NET PROFIT ATTRIBUTABLE TO THE GROUP 246 21 267BALANCE SHEET

PROPERTY, PLANT AND EQUIPMENT (1) 625 33 658INTANGIBLE ASSETS 38 17 55

GOODWILL 238 253 491

INVESTMENTS IN ASSOCIATES 75 − 75

DEFERRED TAX ASSETS AND LONG-TERM TAX RECEIVABLE 76 24 100

CURRENT TAX RECEIVABLE 24 5 29

CASH AND CASH EQUIVALENTS 3,750 95 3,845

OTHER SEGMENTAL ASSETS 3,371 653 4,024

UNALLOCATED ASSETS

TOTAL ASSETS 9,277

NON-CURRENT DEBT 499 4 503

NON-CURRENT PROVISIONS 803 81 884

DEFERRED TAX LIABILITIES AND NON-CURRENT TAX LIABILITIES 33 − 33

CURRENT TAX LIABILITIES 46 5 51

BANK OVERDRAFTS AND SHORT-TERM BANK BORROWINGS 215 20 235

OTHER SEGMENTAL LIABILITIES (2) 5,970 777 6,747

UNALLOCATED LIABILITIES 824

TOTAL LIABILITIES 9,277CASH FLOW STATEMENT


PURCHASE PRICE OF PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS (3) (202) (19) (221)

PURCHASE PRICE OF NON-CONSOLIDATED COMPANIES AND OTHER INVESTMENTS 3 (1) 2

PURCHASE PRICE OF INVESTMENTS IN CONSOLIDATED COMPANIES (4) (17) − (17)

DEPRECIATION/AMORTISATION OF PROPERTY, PLANT AND EQUIPMENT & INTANGIBLE ASSETS 194 18 212

OTHER NON-CASH EXPENSES/(income)(5) 33 11 44OTHER INDICATORS

EBITDA 546 68 614

NET SURPLUS CASH/(net debt) (6) 3,042 51 3,093

FREE CASH FLOW 295 32 327

(1) Including assets held under fi nance leases.(2) Trade payables, advance payments received, current provisions, etc.(3) Net of investment grants obtained.(4) Net of cash acquired and debt assumed on acquisitions.(5) Net charges to non-current provisions and impairment losses.(6) Segment-level contribution.

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50

16.2. ANALYSIS BY BUSINESS SEGMENT: YEAR ENDED 31 DECEMBER 2011 BUILDING & CIVIL

ENGINEERING ENERGY & SERVICES TOTAL

INCOME STATEMENTTOTAL SALES 8,353 1,589 9,942INTER-SEGMENT SALES (53) (87) (140)

THIRD-PARTY SALES 8,300 1,502 9,802

CURRENT OPERATING PROFIT 342 11 353

OTHER OPERATING INCOME AND EXPENSES − − −

OPERATING PROFIT 342 11 353

INCOME FROM NET SURPLUS CASH/(cost of net debt) 21 (2) 19

OTHER FINANCIAL INCOME/(expenses), NET 10 − 10

INCOME TAX EXPENSE (135) (5) (140)

SHARE OF PROFITS/(losses) OF ASSOCIATES (11) (2) (13)


NET PROFIT OF DISCONTINUED AND HELD-FOR-SALE OPERATIONS − − −


NET PROFIT ATTRIBUTABLE TO THE GROUP 224 2 226BALANCE SHEET

PROPERTY, PLANT AND EQUIPMENT (1) 644 41 685INTANGIBLE ASSETS 41 37 78

GOODWILL 205 252 457

INVESTMENTS IN ASSOCIATES 54 − 54

DEFERRED TAX ASSETS AND LONG-TERM TAX RECEIVABLE 68 25 93

CURRENT TAX RECEIVABLE 14 4 18

CASH AND CASH EQUIVALENTS 3,464 86 3,550

OTHER SEGMENTAL ASSETS 3,346 690 4,036

UNALLOCATED ASSETS

TOTAL ASSETS 8,971

NON-CURRENT DEBT 457 19 476

NON-CURRENT PROVISIONS 736 61 797

DEFERRED TAX LIABILITIES AND NON-CURRENT TAX LIABILITIES 36 − 36

CURRENT TAX LIABILITIES 68 5 73

BANK OVERDRAFTS AND SHORT-TERM BANK BORROWINGS 177 19 196

OTHER SEGMENTAL LIABILITIES (2) 5,761 853 6,614

UNALLOCATED LIABILITIES 779

TOTAL LIABILITIES 8,971CASH FLOW STATEMENT


PURCHASE PRICE OF PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS (3) (283) (20) (303)

PURCHASE PRICE OF NON-CONSOLIDATED COMPANIES AND OTHER INVESTMENTS (5) (2) (7)

PURCHASE PRICE OF INVESTMENTS IN CONSOLIDATED COMPANIES (4) (15) − (15)

DEPRECIATION/AMORTISATION OF PROPERTY, PLANT AND EQUIPMENT & INTANGIBLE ASSETS 153 18 171

OTHER NON-CASH EXPENSES/(income)(5) 23 4 27OTHER INDICATORS

EBITDA 521 28 549

NET SURPLUS CASH/(net debt) (6) 2,823 46 2,869

FREE CASH FLOW 147 10 157

(1) Including assets held under fi nance leases.(2) Trade payables, advance payments received, current provisions, etc.(3) Net of investment grants obtained.(4) Net of cash acquired and debt assumed on acquisitions.(5) Net charges to non-current provisions and impairment losses.(6) Segment-level contribution.

RABO012_49à60_GB_BAT.indd 50 24/04/13 01:40


16.3. ANALYSIS BY GEOGRAPHICAL AREA

31 DECEMBER 2012 France (incl. overseas

territories)

EuropeanUnion

Rest ofEurope

Africa Asia/Pacifi c

Americas MiddleEast

Total

INCOME STATEMENT

THIRD-PARTY SALES 5,612 1,449 849 664 1 469 420 177 10,640BALANCE SHEET

PROPERTY, PLANT AND EQUIPMENT (1) 355 32 39 113 90 22 7 658INTANGIBLE ASSETS 48 6 − − 1 − − 55CASH FLOW STATEMENT

ACQUISITIONS OF PROPERTY, PLANT AND EQUIPMENT & INTANGIBLE ASSETS (124) (5) (19) (31) (35) (5) (2) (221)

ACQUISITIONS OF INVESTMENTS IN NON-CONSOLIDATED COMPANIES & OTHER INVESTMENTS (5) − − 7 − − − 2

ACQUISITIONS OF INVESTMENTS IN CONSOLIDATED COMPANIES, NET OF ACQUIRED CASH (1) (16) − − − − − (17)

(1) Including assets held under fi nance leases.

31 DECEMBER 2011 1,708 mm

France (incl. overseas

territories)

EuropeanUnion

Rest ofEurope

Africa Asia/Pacifi c

Americas MiddleEast

Total

INCOME STATEMENT

THIRD-PARTY SALES 5,350 1,314 825 766 1,118 290 139 9,802BALANCE SHEET

PROPERTY, PLANT AND EQUIPMENT (1) 306 30 32 138 114 52 13 685INTANGIBLE ASSETS 71 6 − − 1 − − 78CASH FLOW STATEMENT

ACQUISITIONS OF PROPERTY, PLANT AND EQUIPMENT & INTANGIBLE ASSETS (95) (7) (28) (51) (80) (32) (10) (303)

ACQUISITIONS OF INVESTMENTS IN NON-CONSOLIDATED COMPANIES & OTHER INVESTMENTS (4) − − − (3) − − (7)

ACQUISITIONS OF INVESTMENTS IN CONSOLIDATED COMPANIES, NET OF ACQUIRED CASH − (15) − − − − − (15)

(1) Including assets held under fi nance leases.

16.4. INCOME STATEMENT BY FUNCTION

2012 BUILDING & CIVIL ENGINEERING ENERGY & SERVICES TOTAL

CONSOLIDATED SALES 9,099 1,541 10,640

COST OF SALES (7,895) (1,304) (9,199)GROSS PROFIT 1,204 237 1,441

RESEARCH AND DEVELOPMENT EXPENSES (14) (3) (17)SELLING EXPENSES (336) (52) (388)

ADMINISTRATIVE EXPENSES (521) (150) (671)

OTHER INCOME AND EXPENSES (2) 1 (1)

GOODWILL IMPAIRMENT − − −CURRENT OPERATING PROFIT 331 33 364

2011 BUILDING & CIVIL ENGINEERING ENERGY & SERVICES TOTAL

CONSOLIDATED SALES 8,300 1,502 9,802

COST OF SALES (7,184) (1,265) (8,449)GROSS PROFIT 1,116 237 1,353

RESEARCH AND DEVELOPMENT EXPENSES (12) (3) (15)SELLING EXPENSES (314) (51) (365)

ADMINISTRATIVE EXPENSES (446) (172) (618)

OTHER INCOME AND EXPENSES (2) − (2)

GOODWILL IMPAIRMENT − − −CURRENT OPERATING PROFIT 342 11 353

RABO012_49à60_GB_BAT.indd 51 24/04/13 01:40

52

NOTE 17 FINANCIAL INSTRUMENTSThe disclosures presented below show the aggregate notional amounts at 31 December 2012 for each type of financial instrument used, split by residual maturity for interest rate hedges and by currency for currency hedges.

In the case of renewable interest rate hedges, the amounts shown in each column relate to the longest maturity.

ANALYSIS BY MATURITYNotional amounts at 31/12/2012

Maturity 2013 2014 to 2017 After 2017 Total 31/12/2012

Total31/12/2011

INTEREST RATE SWAPS

ON FINANCIAL ASSETS − − − − (1) −ON FINANCIAL LIABILITIES − − 19 19 (2) 20FUTURE RATE AGREEMENTS

ON FINANCIAL ASSETS − − − − −ON FINANCIAL LIABILITIES − − − − −CAPS/FLOORS

ON FINANCIAL ASSETS − − − − −ON FINANCIAL LIABILITIES − 6 − 6 −

(1) Of which receive fixed rate.(2) Of which pay fixed rate: 19.

ANALYSIS BY BUSINESS SEGMENT

Building & Civil Engineering

Energy &Services

Total 31/12/2012

Total31/12/2011Notional amounts at 31/12/2012

INTEREST RATE SWAPS

ON FINANCIAL ASSETS − − − −ON FINANCIAL LIABILITIES 19 − 19 20FUTURE RATE AGREEMENTS

ON FINANCIAL ASSETS − − − −ON FINANCIAL LIABILITIES − − − −CAPS/FLOORS

ON FINANCIAL ASSETS − − − −ON FINANCIAL LIABILITIES 6 − 6 −

17.1. INTEREST RATE HEDGES


17.2. CURRENCY HEDGES ANALYSIS BY CURRENCY

31/12/2012 (equivalent value in €m)

USD GBP PLN HKD AED ZAR CHF Other Total31/12/2012

Total31/12/2011

FORWARD PURCHASES/SALES

FORWARD PURCHASES 32 − 21 1 2 5 5 − 66 105FORWARD SALES 145 39 7 47 − − 35 71 344 464CURRENCY SWAPS − − − − − 12 − 15 27 22

CURRENCY OPTIONS − − − − − − − − − −

At 31 December 2012, the market value (net present value) of the hedging instruments portfolio was -€3.2m. This amount mainly com-prises the net present value of forwards and futures contracted to hedge currency risk arising on commercial transactions, and the net present value of interest rate swaps contracted to hedge the Group’s debt.

The split of this market value by type of hedge is as follows:- fair value hedges: -€2.2m- cash fl ow hedges: -€1.0m- hedges of a net investment in a foreign operation: €0.0m

In the event of a +1.00% movement in the euro yield curve, the hedging instruments portfolio would have a market value of -€0.6m; in the event of a -1.00% movement in the euro yield curve (subject to a yield curve fl oor of 0.0%), the hedging instruments portfolio would have a market value of -€7.0m.

In the event of a uniform 1% depreciation in the euro against all other currencies, the hedging instruments portfolio would have a market value of -€1.7m.

These calculations were prepared by the Bouygues Construction group, or obtained from the banks with whom the instruments were contracted.

17.3. MARKET VALUE OF HEDGING INSTRUMENTS

ANALYSIS BY BUSINESS SEGMENT

Building & CivilEngineering

Energy & Services

Total 31/12/2012

Total31/12/2011Notional amounts at 31/12/2012

FORWARD PURCHASES/SALES

FORWARD PURCHASES 66 − 66 105FORWARD SALES 335 9 344 464CURRENCY SWAPS 27 − 27 22

CURRENCY OPTIONS − − − −

RABO012_49à60_GB_BAT.indd 53 24/04/13 01:40

54

NOTE 18OFF BALANCE SHEET COMMITMENTS AT 31 DECEMBER 2012This note discloses information about guarantee commitments, sundry contractual commitments, and lease commitments.

31/12/2012 LESS THAN 1 YEAR 1 TO 5 YEARS MORE THAN

5 YEARS

PLEDGES, MORTGAGES AND COLLATERAL 5 − 4 1

GUARANTEES AND ENDORSEMENTS GIVEN (1) 17 13 3 1 TOTAL GUARANTEE COMMITMENTS GIVEN 22 13 7 2

PLEDGES, MORTGAGES AND COLLATERAL − − − −GUARANTEES AND ENDORSEMENTS RECEIVED − − − −TOTAL GUARANTEE COMMITMENTS RECEIVED − − − −


5 YEARS

LUMP-SUM RETIREMENT BENEFIT OBLIGATIONS − − − − UNMATURED BILLS − − − −

OTHER − − − −TOTAL SUNDRY CONTRACTUAL COMMITMENTS GIVEN − − − −

LUMP-SUM RETIREMENT BENEFIT OBLIGATIONS − − − −UNMATURED BILLS − − − −

OTHER − − − −TOTAL SUNDRY CONTRACTUAL COMMITMENTS RECEIVED − − − −

18.1. GUARANTEE COMMITMENTS

18.2. SUNDRY CONTRACTUAL COMMITMENTS

No material off balance sheet commitments have been omitted from this disclosure, in accordance with applicable accounting standards.

Minimum future lease payments due until the normal renewal date of the lease (or earliest potential termination date) under operating leases relating to current operations (land, buildings, plant & equipment, etc).


5 YEARS

OPERATING LEASE COMMITMENTS (given/received) 41 8 22 11

18.3. OPERATING LEASES


5 YEARS

FINANCE LEASE COMMITMENTS 1 1 − −

18.4. FINANCE LEASES (ALREADY RECOGNISED IN THE BALANCE SHEET)

(1) In connection with its ordinary activities, the Bouygues Construction group grants multi-year guarantees (such as 10-yearbuilding guarantees), which are usually covered by statistically-based provisions on the liabilities side of the balance sheet. Contract guarantees provided by banks to Group customers represent off balance sheet commitments for those banks; where such guarantees are liable to result in payments being made, a provision is recognised in the Group’s consolidated balance sheet.

RABO012_49à60_GB_BAT.indd 54 24/04/13 01:41


OFF BALANCE SHEET COMMITMENTS AT 31 DECEMBER 2011


5 YEARS

PLEDGES, MORTGAGES AND COLLATERAL 6 − 4 2

GUARANTEES AND ENDORSEMENTS GIVEN (1) 28 11 15 2 TOTAL GUARANTEE COMMITMENTS GIVEN 34 11 19 4

PLEDGES, MORTGAGES AND COLLATERAL − − − −GUARANTEES AND ENDORSEMENTS RECEIVED − − − −

TOTAL GUARANTEE COMMITMENTS RECEIVED − − − −


5 YEARS

LUMP-SUM RETIREMENT BENEFIT OBLIGATIONS 11 1 3 7 UNMATURED BILLS − − − −

OTHER − − − −TOTAL SUNDRY CONTRACTUAL COMMITMENTS GIVEN 11 1 3 7

LUMP-SUM RETIREMENT BENEFIT OBLIGATIONS − − − −UNMATURED BILLS − − − −

OTHER − − − −TOTAL SUNDRY CONTRACTUAL COMMITMENTS RECEIVED − − − −

18.5. GUARANTEE COMMITMENTS

18.6. SUNDRY CONTRACTUAL COMMITMENTS

No material off balance sheet commitments have been omitted from this disclosure, in accordance with applicable accounting standards.

Minimum future lease payments due until the normal renewal date of the lease (or earliest potential termination date) under operating leases relating to current operations (land, buildings, plant & equipment, etc).


5 YEARS

OPERATING LEASE COMMITMENTS (given/received) 40 8 22 10

18.7. OPERATING LEASES


5 YEARS

FINANCE LEASE COMMITMENTS 1 1 − −

18.8. FINANCE LEASES (ALREADY RECOGNISED IN THE BALANCE SHEET)

(1) In connection with its ordinary activities, the Bouygues Construction group grants multi-year guarantees (such as 10-yearbuilding guarantees), which are usually covered by statistically-based provisions on the liabilities side of the balance sheet. Contract guarantees provided by banks to Group customers represent off balance sheet commitments for those banks; where such guarantees are liable to result in payments being made, a provision is recognised in the Group’s consolidated balance sheet.

RABO012_49à60_GB_BAT.indd 55 24/04/13 01:41

56

NOTE 19HEADCOUNT AND EMPLOYEE BENEFIT OBLIGATIONS

19.1. AVERAGE HEADCOUNT

19.2. EMPLOYEE BENEFIT OBLIGATIONS19.2.1. DEFINED-CONTRIBUTION PLANS

2012 2011

HEADCOUNT - FRANCE:

MANAGERIAL STAFF 9,759 9,317SUPERVISORY, TECHNICAL AND CLERICAL STAFF 6,382 6,238

SITE WORKERS 8,229 8,438SUB - TOTAL - FRANCE 24,370 23,993

HEADCOUNT - INTERNATIONAL 29,407 28,935

TOTAL AVERAGE HEADCOUNT 53,777 52,928

2012 2011

AMOUNTS RECOGNISED AS EXPENSES 181 168

The fi gures disclosed above are the contributions paid to pension funds for compulsory and top-up schemes.

RABO012_49à60_GB_BAT.indd 56 24/04/13 01:41


19.2.2. DEFINED-BENEFIT PLANS (RETIREMENT BENEFIT OBLIGATIONS)

NET EXPENSE RECOGNISED IN THE INCOME STATEMENT (AS AN OPERATING ITEM)

LUMP-SUM RETIREMENT BENEFITS PENSIONS

2012 2011 2012 2011

CURRENT SERVICE COST − − 1 1INTEREST EXPENSE ON OBLIGATION 5 5 1 1

EXPECTED RETURN ON PLAN ASSETS − − (1) (1)

NET RECOGNISED ACTUARIAL GAINS/LOSSES − − (1) −

PAST SERVICE COST − − − (1)NET EXPENSE RECOGNISED IN THE INCOME STATEMENT 5 5 0 0

ACTUAL RETURN ON PLAN ASSETS − − − −

AMOUNTS RECOGNISED IN THE BALANCE SHEET LUMP-SUM RETIREMENT BENEFITS PENSIONS

31/12/2012 31/12/2011 31/12/2012 31/12/2011

PRESENT VALUE OF OBLIGATION 140 111 18 15FAIR VALUE OF PLAN ASSETS − − (17) (15)

NET UNRECOGNISED ACTUARIAL GAINS/LOSSES − 2 − −

UNRECOGNISED PAST SERVICE COST − (13) − −NET OBLIGATION RECOGNISED 140 100 1 0

MOVEMENT IN BALANCE SHEET ITEMS LUMP-SUM RETIREMENT BENEFITS PENSIONS

2012 2011 2012 2011

1 JANUARY 100 103 0 0

EXPENSE RECOGNISED 5 5 − −CHANGES IN SCOPE OF CONSOLIDATION − − − −

CHANGES IN ACCOUNTING POLICY AND OTHER CHANGES 12 − − −

ACTUARIAL GAINS/LOSSES RECOGNISED DIRECTLY IN EQUITY 23 (8) 1 −31 DECEMBER 140 100 1 0

MAIN ACTUARIAL ASSUMPTIONS USED TO MEASURE POST-EMPLOYMENT BENEFIT PLAN OBLIGATIONS 31/12/2012 31/12/2011

DISCOUNT RATE

LUMP-SUM RETIREMENT BENEFITS 3.30%(IBOXX A10)

5.46%(IBOXX A10)

PENSIONS 4.4% 4.7%MORTALITY TABLE INSEE INSEE

SALARY INFLATION RATE

LUMP-SUM RETIREMENT BENEFITS 1.8 to 3.3% 1.9 to 3.5%PENSIONS 3.6% 3.5%

RABO012_49à60_GB_BAT.indd 57 24/04/13 01:41

58

NOTE 20DISCLOSURES ON RELATED PARTIES AND ON REMUNERATIONOF DIRECTORS AND SENIOR EXECUTIVES

20.1. RELATED-PARTY INFORMATION

20.2. DISCLOSURES ABOUT REMUNERATION AND BENEFITS PAID TO DIRECTORS AND SENIOR EXECUTIVES

Expenses Income Receivables Liabilities

2012 2011 2012 2011 2012 2011 2012 2011

PARTIES WITH AN OWNERSHIP INTEREST (123) (150) 309 216 3,170 (1) 3,053 602 474JOINT VENTURES (21) (6) 151 143 233 244 42 52

ASSOCIATES (2) (2) 87 57 59 59 25 9

OTHER RELATED PARTIES (9) (5) 72 113 67 58 34 35TOTAL (155) (163) 619 529 3,529 3,414 703 570

DUE WITHIN LESS THAN 1 YEAR 3,455 3,325 286 217DUE WITHIN 1 TO 5 YEARS 50 19 417 353

DUE AFTER MORE THAN 5 YEARS 24 70 – –

OF WHICH BAD DEBT WRITE-OFFS – –

OF WHICH IMPAIRMENT OF RECEIVABLES 102 84

(1) Includes Bouygues Relais €1,941m, Uniservice €1,153m.

The off balance sheet commitments disclosed in note 18 to these consolidated fi nancial statements include €9m of commitments to related parties.

• Disclosures about senior executives cover members of the Executive Committee who were in post on 31 December 2012.• Direct remuneration amounted to €10,471k, comprising €6,021k of basic remuneration; €4,450k of variable remuneration payable in 2013

on the basis of 2012 performance; and €25k of directors’ fees.• Short-term benefits: none.• Post-employment benefits: Members of the Executive Committee belong to a top-up retirement plan based on 0.92% of their reference salary

for each year’s membership of the plan. This top-up plan is contracted out to an insurance company. Contributions paid into the fund managed by the insurance company amounted to €405,573 in 2012.

• Long-term benefits: none.• Termination benefits: These comprise lump-sum retirement benefits of €3,193k.• Share-based payment: A total of 253,000 stock options were awarded on 13 June 2012, at an exercise price of €20.11. The earliest exercise

date is 14 June 2016.

RABO012_49à60_GB_BAT.indd 58 24/04/13 01:41


NOTE 21ADDITIONAL CASH FLOW STATEMENT INFORMATIONCASH FLOWS OF ACQUIRED AND DIVESTED SUBSIDIARIES:

Breakdown by business segment of net cash fl ows resulting from acquisitions and divestments of consolidated companies.

BUILDING & CIVIL ENGINEERING

ENERGY &SERVICES TOTAL 2012

PROPERTY, PLANT AND EQUIPMENT (7) — (7)INTANGIBLE ASSETS (7) 25 18

GOODWILL (26) — (26)

NON-CURRENT FINANCIAL ASSETS 35 (16) 19

DEFERRED TAX ASSETS AND NON-CURRENT TAX RECEIVABLE (2) — (2)

CASH AND CASH EQUIVALENTS (12) 4 (8)

IMPACT ON EQUITY — — —

NON-CURRENT AND CURRENT DEBT (27) (16) (43)

NON-CURRENT PROVISIONS — — —

DEFERRED TAX LIABILITIES AND NON-CURRENT TAX LIABILITIES — — —

OVERDRAFTS AND SHORT-TERM BANK BORROWINGS 4 — 4

WORKING CAPITAL NEEDS 14 (3) 11NET DIVESTMENT/(acquisition) COST (28) (6) (34)

GAINS ON DIVESTMENTS OF CONSOLIDATED COMPANIES — 6 6CASH DIVESTED OR ACQUIRED 8 (4) 4

NET CASH FLOW ARISING FROM DIVESTMENTS/(ACQUISITIONS) OF CONSOLIDATED COMPANIES (20) (4) (24)

BUILDING & CIVIL ENGINEERING

ENERGY &SERVICES TOTAL 2011

PROPERTY, PLANT AND EQUIPMENT (1) – (1)INTANGIBLE ASSETS (1) – (1)

GOODWILL (39) – (39)

NON-CURRENT FINANCIAL ASSETS – – –

DEFERRED TAX ASSETS AND NON-CURRENT TAX RECEIVABLE – – –

CASH AND CASH EQUIVALENTS (26) – (26)

IMPACT ON EQUITY – – –

NON-CURRENT AND CURRENT DEBT – – –

NON-CURRENT PROVISIONS – – –

DEFERRED TAX LIABILITIES AND NON-CURRENT TAX LIABILITIES – – –

OVERDRAFTS AND SHORT-TERM BANK BORROWINGS 3 – 3

WORKING CAPITAL NEEDS 27 – 27NET DIVESTMENT/(acquisition) COST (37) – (37)

GAINS ON DIVESTMENTS OF CONSOLIDATED COMPANIES – – –CASH DIVESTED OR ACQUIRED 23 – 23

NET CASH FLOW ARISING FROM DIVESTMENTS/(ACQUISITIONS) OF CONSOLIDATED COMPANIES (14) – (14)

RABO012_49à60_GB_BAT.indd 59 24/04/13 01:41

60

NOTE 22DISCONTINUED AND HELD-FOR-SALE OPERATIONS

NOTE 23PRINCIPAL EXCHANGE RATESPrincipal exchange rates used in the preparation of the consolidated fi nancial statements:

None.

NOTE 24AUDITORS’ FEESThe table below shows fees paid to the auditors (and member fi rms of their networks) responsible for the audit of the consolidated fi nancial statements of Bouygues Construction and consolidated companies (excluding associates), as expensed through the income statement in 2012.

CLOSING RATE AVERAGE RATE FOR THE PERIOD

31/12/2012 31/12/2011 2012 2011

CZECH KORUNA 0.039760 0.038779 0.039778 0.040651QATAR RYIAL 0.208221 0.213147 0.212952 0.196291

US DOLLAR 0.757920 0.772857 0.773296 0.714277

SINGAPORE DOLLAR 0.620694 0.594566 0.621913 0.570177

HONG KONG DOLLAR 0.097790 0.099493 0.099705 0.091777

CFA FRANC 0.001524 0.001524 0.001524 0.001524

SWISS FRANC 0.828363 0.822639 0.830300 0.811804

POUND STERLING 1.225340 1.197175 1.231635 1.147776

SOUTH AFRICAN RAND 0.089504 0.095393 0.094518 0.098585

POLISH ZLOTY 0.245459 0.224316 0.239940 0.241664

ENGAGEMENT Mazars network Ernst & Young network Other fi rms Total charge

2012 % 2011 2012 % 2011 2012 % 2011 2012 2011

A - AUDIT

AUDIT OF CONSOLIDATED AND INDIVIDUAL COMPANY FINANCIAL STATEMENTS 2,643 99% 2,152 3,520 98% 3,213 323 44% 471 6,486 5,836

RELATED ENGAGEMENTS 12 0% 228 77 2% 151 230 32% 52 319 431SUB-TOTAL 1 2,655 99% 2,380 3,597 100% 3,364 553 76% 523 6,805 6,267

B - OTHER SERVICES

LEGAL, TAX, EMPLOYMENT LAW 31 1% 55 0 0% 71 175 24% 194 206 320OTHER – – – – – – – – 126 0 126SUB-TOTAL 2 31 1% 55 0 – 71 175 24% 320 206 446

TOTAL FEE EXPENSE 2,686 100% 2,435 3,597 100% 3,435 728 100% 843 7,011 6,713

in € ‘000

RABO012_49à60_GB_BAT.indd 60 24/04/13 01:41


NOTE 25LIST OF PRINCIPAL CONSOLIDATED ENTITIES AT 31 DECEMBER 2012

COMPANY ADDRESS CITY COUNTRY % INTEREST 31/12/2012

% INTEREST 31/12/2011

% CONTROL 31/12/2012

% CONTROL 31/12/2011

FULLY CONSOLIDATED

BOUYGUES CONSTRUCTION SA 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%BOUYGUES CONSTRUCTION RELAIS SNC 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 99.50% 99.50% 99.50% 99.50%

BYPAR SARL 12 F rue Guillaume Kroll L-1882 LUXEMBOURG LUXEMBOURG 100.00% 100.00% 100.00% 100.00%

CHALLENGER INVESTISSEMENT SAS 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%

CHALLENGER SNC 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%

DISTRIMO SNC Rue Hélène-Boucher-de-Perthes 76410 CLÉON FRANCE 99.93% 99.93% 100.00% 100.00%

GIE BOUYGUES CONSTRUCTION MATERIEL 27 boulevard Gabriel-Péri 76410 CLÉON FRANCE 99.93% 99.93% 100.00% 100.00%

GIE BOUYGUES CONSTRUCTION PURCHASING 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%

GIE STRUCTIS 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 98.98% 98.98% 99.00% 99.00%

BOUYGUES CONSTRUCTION MIDDLE EAST 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 99.99% -– 100.00% –

SAS URBICITE 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% -– 100.00% –

1 - BOUYGUES BATIMENT ILE DE FRANCE

BOUYGUES BATIMENT ILE DE FRANCE SA 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%BATI RENOV SA 20 rue Christophe-Colomb 94310 ORLY FRANCE 99.35% 99.35% 99.35% 99.35%

BOUYGUES BATIMENT ILE DE FRANCE PPP SA 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%

BREZILLON SA 128 rue de Beauvais 60280 MARGNY-LÈS-COMPIÈGNE FRANCE 99.35% 99.35% 99.35% 99.35%

ELAN SARL 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 99.99% 99.99% 99.99% 99.99%

SODEARIF SA 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 99.99% 99.99% 99.99% 99.99%

2 - BOUYGUES BATIMENT INTERNATIONAL

BOUYGUES BATIMENT INTERNATIONAL SA 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%OUTSIDE FRANCE

BOUYGUES BATIMENT GUINEE EQUATORIALE SA

Camino de Banapa Apartedo de Correos 735 MALABO EQUATORIAL

GUINEA 99.96% 99.96% 99.96% 99.96%

BOUYGUES BATIMENT TRINIDAD & TOBAGO 5/7 Sweet Briar Road-St-Clair PORT OF SPAIN TRINIDAD 100.00% 100.00% 100.00% 100.00%

BOUYGUES THAI LTD 489 Bond Street Road Tambon Bang Phund Ampoe, Prakked

11120 CHANGWAT NONTHABURI THAILAND 49.00% 49.00% 49.00% 49.00%

BOUYGUES UK LTD 39 York Road Waterloo Center Elizabeth House SE1 7 NQ LONDON UNITED

KINGDOM 100.00% 100.00% 100.00% 100.00%

BY DEVELOPMENT LTD 39 York Road Waterloo Center Elizabeth House SE1 7 NQ LONDON UNITED

KINGDOM 100.00% 100.00% 100.00% 100.00%

BYMARO Boulevard de la Corniche Phare d’El Hank BP 16013 CASABLANCA MOROCCO 99.99% 99.99% 99.99% 99.99%

BYME SINGAPORE PRIVATE COMPANY LTD 19 Keppel Road - #10-00 Jit Poh Building 089058 SINGAPORE SINGAPORE 100.00% 90.00% 100.00% 100.00%

DRAGAGES ET TRAVAUX PUBLICS SINGAPORE PTE LTD

19 Keppel Road - #10-00 Jit Poh Building 089058 SINGAPORE SINGAPORE 100.00% 100.00% 100.00% 100.00%

DRAGAGES ENGINEERING AND CONSTRUCTION NIGERIA LTD

Independence Avenue - Central Area PLOT 564/565 ABUJA NIGERIA 80.00% 80.00% 80.00% 80.00%

KARMAR SA 6. al Wyscigowa 02-699 WARSZAWA POLAND 100.00% 100.00% 100.00% 100.00%

KOHLER INVESTMENT 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%

LEADBITTER BOUYGUES HOLDING LIMITED AND ITS SUBSIDIARIES

Grange Court Abingdon Science Park OX14 3NU ABINGDON UNITED

KINGDOM 100.00% 51.00% 100.00% 51.00%

LEWISHAM SCHOOLS PROJECT LTD 39 York Road Waterloo Center Elizabeth House SE1 7 NQ LONDON UNITED

KINGDOM 100.00% 100.00% 100.00% 100.00%

MID ESSEX HOSPITAL PROJECT LTD 39 York Road Elizabeth House Waterloo Center SE1 7NQ LONDON UNITED

KINGDOM 100.00% 100.00% 100.00% 100.00%

NORTH MIDDLESEX HOSPITAL PROJECT LTD 39 York Road Elizabeth House SE1 7 NQ LONDON UNITED KINGDOM 100.00% 100.00% 100.00% 100.00%

RABO012_61à66_GB_BAT.indd 61 24/04/13 01:43

62


% INTEREST 31/12/2011

% CONTROL 31/12/2012

% CONTROL 31/12/2011

THOMAS VALE GROUP Lombard House Worcester Road Stourport-on-Severn DY13 9BZ WORCESTERSHIRE UNITED

KINGDOM 100.00% – 100.00% –

TOWER HAMLETS LEP LTD 39 York Road Elizabeth House SE1 7 NQ LONDON UNITED KINGDOM 80.00% 80.00% 80.00% 80.00%

VCES HOLDING SRO AND ITS SUBSIDIARIES Na Harfe 337/3 190 05 PRAHA 9 CZECH REPUBLIC 100.00% 100.00% 100.00% 100.00%

WARINGS CONSTRUCTION GROUP HOLDING LIMITED AND ITS SUBSIDIARIES Gatcombe House Hilsea PO2 0TU PORTSMOUTH UNITED

KINGDOM 100.00% 100.00% 100.00% 100.00%

WESTMINSTER LOCAL EDUCATION PARTNERSHIP LTD 39 York Road Elizabeth House SE17 NQ LONDON UNITED

KINGDOM 90.00% 90.00% 90.00% 90.00%

3 - ENTREPRISES FRANCE EUROPE SUBSIDIARIES

FRANCE

ALTAIR SCCV 1 avenue de l’Horizon 59651 VILLENEUVE-D’ASCQ FRANCE – 90.00% – 90.00%CIRMAD CENTRE SUD OUEST SNC 22 avenue Pythagore 33700 MÉRIGNAC FRANCE 100.00% 100.00% 100.00% 100.00%

CIRMAD EST SNC 22 rue Blaise-Pascal 54320 MAXÉVILLE FRANCE 99.90% 99.90% 100.00% 100.00%

CIRMAD GRAND SUD SNC 5 - 7 avenue du Poumeyrol 69300 CALUIRE-ET-CUIRE FRANCE 100.00% 100.00% 100.00% 100.00%

CIRMAD NORD SNC 1 avenue de l’Horizon 59651 VILLENEUVE-D'ASCQ FRANCE 100.00% 100.00% 100.00% 100.00%

CIRMAD PROSPECTIVES SNC 6 rue Saint-Éloi 76000 ROUEN FRANCE 100.00% 100.00% 100.00% 100.00%

DV CONSTRUCTION SA 22 avenue Pythagore 33700 MÉRIGNAC FRANCE 100.00% 100.00% 100.00% 100.00%

MIRAGLIA 7-11 avenue Raymond-Féraud 06200 NICE FRANCE 100.00% 100.00% 100.00% 100.00%

GFC CONSTRUCTION SA 5 avenue du Poumeyrol 69300 CALUIRE-ET-CUIRE FRANCE 100.00% 100.00% 100.00% 100.00%

QUILLE CONSTRUCTION SA 24 mail Pablo-Picasso 44000 NANTES FRANCE 100.00% 100.00% 100.00% 100.00%

NORPAC SA 1 avenue de l’Horizon 59651 VILLENEUVE-D'ASCQ FRANCE 100.00% 100.00% 100.00% 100.00%

PERTUY CONSTRUCTION SA 20 rue Blaise-Pascal 54320 MAXÉVILLE FRANCE 100.00% 100.00% 100.00% 100.00%

QUILLE SA 4 rue Saint-Éloi 76000 ROUEN FRANCE 100.00% 100.00% 100.00% 100.00%

RICHELMI SA 27 boulevard des Moulins 98013 MONACO FRANCE 100.00% 100.00% 100.00% 100.00%OUTSIDE FRANCE

ACIEROID SA 179 Avenida de la Gran Vía 08908 BARCELONA SPAIN 100.00% 100.00% 100.00% 100.00%

BOUYGUES BELGIUM 52 avenue de Cortenbergh-Boîte 6 1000 BRUXELLES BELGIUM 100.00% 100.00% 100.00% 100.00%

COLT ESPANA 179 Avenida de la Gran Vía 08908 BARCELONA SPAIN 60.00% 60.00% 60.00% 60.00%

LOSINGER HOLDING AG 76 Sägestrasse 3098 KÖNIZ SWITZERLAND 100.00% 100.00% 100.00% 100.00%

LOSINGER MARAZZI AG 76 Sägestrasse 3098 KÖNIZ SWITZERLAND 100.00% 100.00% 100.00% 100.00%

4 - BOUYGUES TRAVAUX PUBLICS

BOUYGUES TP SA 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%

BOUYGUES CONSTRUCTION SERVICES NUCLEAIRES 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%

BYTP REGIONS FRANCE SA Rue Pierre-et-Marie-Curie 31670 LABÈGE FRANCE 100.00% 100.00% 100.00% 100.00%

NOVI SAS 6 route nationale Bois des Côtes 69760 LIMONEST FRANCE 100.00% 100.00% 100.00% 100.00%OUTSIDE FRANCE

BOUYGUES CIVIL WORKS 22 Milkyway - Linbro Business ParkPO Box 1177 Kelvin 2054 JOHANNESBURG SOUTH AFRICA 100.00% 100.00% 100.00% 100.00%

BOUYGUES CIVIL WORKS FLORIDA 1050 MacArthur Causeway 33132 MIAMI UNITED STATES 100.00% 100.00% 100.00% 100.00%

DCW 510 3/F King’s Road Island Place Tower NORTH POINT HONG KONG CHINA 100.00% 100.00% 100.00% 100.00%

PRADER LOSINGER SA 110 route de Vissigen 1950 SION - 4192 SWITZERLAND 99.67% 99.67% 99.67% 99.67%

SOCIETE DE CONSTRUCTION DU PONT RIVIERA MARCORY 18 BP 605 ABIDJAN 18 CÔTE D'IVOIRE 99.80% 97.89% 99.80% 99.80%

RABO012_61à66_GB_BAT.indd 62 24/04/13 01:43



% INTEREST 31/12/2011

% CONTROL 31/12/2012

% CONTROL 31/12/2011

5 - VSL

VSL INTERNATIONAL LTD Sägestrasse 76 3098 KÖNIZ SWITZERLAND 99.90% 99.90% 99.90% 99.90%OUTSIDE FRANCE

C.T.T. STRONGHOLD SA Paseo de Gracia 11 Stairs B 1st Floor 08007 BARCELONA SPAIN 99.65% 99.65% 99.75% 99.75%

INTRAFOR HONG KONG LIMITED 20/F Eight Commercial Tower 8 Sun Yip Street CHAIWAN HONG KONG CHINA 99.90% 99.90% 100.00% 100.00%

VSL ENGINEERING CORP. LTD (CHINA)662 FuRong Road

Hefei Economic and Technological Development Zone, Anhui province

230 601 HEFEI CHINA 59.94% 59.94% 60.00% 60.00%

VSL AUSTRALIA PTY LTD 6 Pioneer Avenue NSW 2120 THORNLEIGH SYDNEY AUSTRALIA 99.90% 99.90% 100.00% 100.00%

VSL ANNAHUTTE SYSTEM AG Rapperswil Jona Engelhölzlistrasse 17a 8645 RAPPERSWIL- JONA SWITZERLAND 69.84% 69.84% 70.00% 70.00%

VSL GEO SISTEMAS DE APLICACAO Quinta da Fonte, Rua da Quintã Ed. D. João I, N° 4 Piso 2 2770-203 PAÇO DE ARCOS PORTUGAL 53.45% 53.45% 66.00% 66.00%

VSL HONG KONG 20/F Eight Commercial Tower 8 Sun Yip Street CHAIWAN HONG KONG CHINA 99.90% 99.90% 100.00% 100.00%

VSL INDIA602B 6th Floor, Campus 4B,

RMZ Millennia Business Park 143, Dr. MGR Road

600 096 CHENNAI INDIA 99.90% 99.90% 100.00% 100.00%

VSL INDONESIA Jl. Bendungan Hilir Raya No. 50 10210 JAKARTA INDONESIA 66.93% 66.93% 67.00% 67.00%

VSL MALAYSIALots 6.03 & 6.04, Menara 1, Faber

Towers, Jalan Desa Bahagia, Taman Desa, Off Jalan Kelang Lama

58100 KUALA LUMPUR MALAYSIA 99.90% 49.95% 100.00% 50.00%

VSL MEXICORío Sena No. 63 4to Piso Col

Cuauhtémoc Delegacion Cuauhtémoc

06500 MEXICO D.F. MEXICO 99.90% 99.90% 100.00% 100.00%

VSL MIDDLE EAST LLC Plot No. 597 Dubai Investment Park PO Box 121890 DUBAI UNITED ARAB

EMIRATES 79.92% 79.92% 80.00% 80.00%

VSL POLSKA Ul. Chłodna 48/199 00-872 WARSZAWA POLAND 99.90% 99.90% 100.00% 100.00%

VSL PORTUGAL Quinta da Fonte, Rua da Quintã 2770-203 PAÇO DE ARCOS PORTUGAL 74.93% 74.93% 75.00% 75.00%

VSL SINGAPORE 25 Senoko Way Woodlands East Industrial Estate 758047 SINGAPORE SINGAPORE 99.90% 99.90% 100.00% 100.00%

VSL SWITZERLAND Dahlienweg 23 CH 4553 SÜBINGEN SWITZERLAND 99.78% 99.78% 99.88% 99.88%

VSL SYSTEMS (BRUNEI)Unit 14, 2F Jaya Setia Square

Berakas A, BB2713 Bandar Seri Begawan

DARUSSALAM BRUNEI 59.94% 59.94% 60.00% 60.00%

VSL SYSTEMS MANUFACTURER (SPAIN) Polígono Industrial Les Franqueses Del Vallès 08520 BARCELONA SPAIN 99.90% 99.65% 100.00% 99.75%

VSL TAIWAN 16F-1 159 Songde Road 11085 TAIPEI CITY TAIWAN 99.90% 99.90% 100.00% 100.00%

VSL TCHEQUECZ 339/5 V Nasypu 15200 PRAHA CZECH REPUBLIC 99.90% 99.90% 100.00% 100.00%

VSL THAILAND1168/14, 12A Floor Lumpini

Tower Rama IV Road Tungmahamek Sathorn

10120 BANGKOK THAILAND 82.10% 82.10% 88.00% 88.00%

VSL VIETNAM LTD R-0212 E-Town 1 Building 364 Cong Hoa Street Ward 13 TAN BINH DISTRICT HCMC VIETNAM 99.90% 99.90% 100.00% 100.00%

6 - DTP TERRASSEMENT

DTP TERRASSEMENT SA 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%EUROPE FONDATIONS 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 100.00% 100.00% 100.00% 100.00%

RABO012_61à66_GB_BAT.indd 63 24/04/13 01:43

64


% INTEREST 31/12/2011

% CONTROL 31/12/2012

% CONTROL 31/12/2011

GOUNKOTO MINING SERVICES Niarela du Père Michel - Face Campagne BAMAKO MALI 100.00% 100.00% 100.00% 100.00%

MINING AND REHANDLING SERVICES (MARS) Hamdallaye ACI 2000, Villa n°8 BP 3098 BAMAKO MALI 100.00% 100.00% 100.00% 100.00%

TONGONAISE DES MINES Quartier Petite France - Bâtiment MTN KORHOGO COTE D'IVOIRE 100.00% 100.00% 100.00% 100.00%

KIBALI MINIG SERVICES (KMS) SPRL Kibali Goldmines Sprl Doko WATSA PROVINCE ORIENTALE

DEMOCRATIC REPUBLIC OF

CONGO100.00% – 100.00% –

DTP AUSTRALIA PTY LTD 6 Pioneer Avenue, Thornleigh SYDNEY AUSTRALIA 100.00% – 100.00% –

7 - OTHER BUILDING & CIVIL ENGINEERING SUBSIDIARIES

OUTSIDE FRANCE

BYME ENGINEERING HONG KONG LIMITED 304B - 306A _Island Place Tower 510 King’s Road North HONG KONG CHINA 90.00% 90.00% 90.00% 90.00%

DRAGAGES ET TRAVAUX PUBLICS (Hong Kong) LIMITED

3/F - Island Place Tower 510 King’s Road NORTH POINT - HONG KONG CHINA 100.00% 100.00% 100.00% 100.00%

IEC INVESTMENTS LTD 27th Floor 625 King’s Road North Point HONG KONG CHINA 60.00% 60.00% 60.00% 60.00%

8 - BOUYGUES ENERGIES & SERVICES

BOUYGUES ENERGIES & SERVICES 19 rue Stephenson 78180 MONTIGNY-LE-BRETONNEUX FRANCE 100.00% 100.00% 100.00% 100.00%

FRANCE

AXIONE 130 boulevard Camelinat 92240 MALAKOFF FRANCE 100.00% 100.00% 100.00% 100.00%

COGEMEX SAS 130 rue Marcel-Hartmann Leapark Bât. C 94200 YVRY-SUR-SEINE FRANCE 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S FONDATIONS 19 rue Stephenson 78180 MONTIGNY-LE-BRETONNEUX FRANCE 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S FM FRANCE 19 rue Stephenson 78180 MONTIGNY-LE-BRETONNEUX FRANCE 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S INDUSTRIE ET LOGISTIQUE 19/25 rue Michael-Faraday - parc d’activités du Pas du Lac

78180 MONTIGNY-LE-BRETONNEUX FRANCE 100.00% 100.00% 100.00% 100.00%

MARC FAVRE SAS 130 route de Chenex 74520 VALLEIRY FRANCE 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S MAINTENANCE INDUSTRIELLE 12 rue Henri-Becquerel - ZA. du Château 69320 FEYZIN FRANCE 100.00% 100.00% 100.00% 100.00%

THIAIS LUMIERE SAS 19 rue Stephenson 78180 MONTIGNY-LE-BRETONNEUX FRANCE 100.00% 100.00% 100.00% 100.00%

OUTSIDE FRANCE

BALESTRA GALIOTTO TCC 23 avenue Industrielle - Carouge GENÈVE SWITZERLAND 100.00% 100.00% 100.00% 100.00%

BARKING & DAGENHAM SCHOOLS PROJECT LTD 39 York Road Elizabeth House SE1 7 NQ LONDON UNITED KINGDOM 100.00% 100.00% 100.00% 100.00%

BARNET HOSPITAL PROJECT LTD 39 York Road Elizabeth House SE1 7 NQ LONDON UNITED KINGDOM 100.00% 100.00% 100.00% 100.00%

BY HOME LTD 39 York Road Elizabeth House SE1 7 NQ LONDON UNITED KINGDOM 100.00% 100.00% 100.00% 100.00%

RABO012_61à66_GB_BAT.indd 64 24/04/13 01:44



% INTEREST 31/12/2011

% CONTROL 31/12/2012

% CONTROL 31/12/2011

CENTRAL MIDDLESEX HOSPITAL PROJECT LTD 39 York Road Elizabeth House SE1 7 NQ LONDON UNITED KINGDOM 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S INFRASTRUCTURE UK Field House - Station Approach CM20 2 FB HARLOW UNITED

KINGDOM 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S FM UK Waterloo Elizabeth House 39 York Road SE1 7 NQ LONDON UNITED

KINGDOM 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S CONGO BP 26 Mpila BRAZZAVILLE CONGO 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S CONTRACTING UK Transfer House, Rankine avenue - Scottish Entreprise Technology Park G750QF EAST KILBRIDE SCOTLAND 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S CÔTE D'IVOIRE 22 rue des Foreurs BP 843 ABIDJAN COTE D'IVOIRE 90.17% 90.17% 90.17% 90.17%

BOUYGUES E&S HUNGARY Pesti Ut 1/B 9027 GYOR HUNGARY 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S UK 39 York Road Elizabeth House SE1 7NQ LONDON UNITED KINGDOM 100.00% – 100.00% –

EUROPLAND LTD 39 York Road Elizabeth House SE1 7 NQ LONDON UNITED KINGDOM 100.00% 100.00% 100.00% 100.00%

GIE LUMEN BP 2189 LIBREVILLE GABON 50.65% 50.65% 60.00% 60.00%

ICEL MAIDSTONE LTD AND ITS SUBSIDIARIES 39 York Road Elizabeth House SE1 7 NQ LONDON UNITED KINGDOM 100.00% 100.00% 100.00% 100.00%

MIBAG PROPERTY + FACILITY MANAGEMENT AND ITS SUBSIDIARIES Bernerstrasse Süd 167 8048 ZURICH SWITZERLAND 100.00% 100.00% 100.00% 100.00%

PETERBOROUGH SCHOOLS PROJECT LTD 39 York Road Elizabeth House SE1 7 NQ LONDON UNITED KINGDOM 100.00% 100.00% 100.00% 100.00%

BOUYGUES E&S GABON Zone d’Oloumi BP 305 LIBREVILLE GABON 84.42% 84.42% 84.42% 84.42%

WEST MIDDLESEX HOSPITAL PROJECT LTD 39 York Road Elizabeth House SE1 7 NQ LONDON UNITED KINGDOM 100.00% 100.00% 100.00% 100.00%

PROPORTIONATELY CONSOLIDATED


BOUYGUES CONSTRUCTION QATAR LLC PO Box 31316 DOHA QATAR 49.00% – 49.00% –BOUYGUES KENAIDAN 70 York Street TORONTO CANADA 75.00% – 75.00% –

2 - ENTREPRISES FRANCE EUROPE SUBSIDIARIES

EUROPERFIL 179 Avenida de la Gran Vía 08908 L’HOSPITALET DE LLOBREGAT SPAIN 50.00% 50.00% 50.00% 50.00%


BOMBELA CIVILS JV LTD 22 Milkyway Linbro Offi ce Park 99303 JOHANNESBURG SOUTH AFRICA 45.00% 45.00% 45.00% 45.00%

GIE TRAM DE REIMS CONSTRUCTEUR GENIE CIVIL Rue Modeste-Goulet 51100 REIMS FRANCE 50.00% 50.00% 50.00% 50.00%

SOCIETE POUR LA REALISATION DU PORT DE TANGER MEDITERRANEE

Parcelle n° 1 Oued R’Mel Route de Fnideq Commune Anjra TANGER MOROCCO 66.67% 66.67% 66.67% 66.67%

TMBYS SAS 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 66.67% 66.67% 66.67% 66.67%

OC'VIA MAINTENANCE SAS 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 49.00% – 49.00% –

GIE OC'VIA CONSTRUCTION 1 avenue Eugène-Freyssinet 78280 GUYANCOURT FRANCE 49.00% – 49.00% –

RABO012_61à66_GB_BAT.indd 65 24/04/13 01:44

66


% INTEREST 31/12/2011

% CONTROL 31/12/2012

% CONTROL 31/12/2011

4 - BOUYGUES ENERGIES & SERVICES

THEMIS FM SAS 12 boulevard du Roi 78000 VERSAILLES FRANCE 50.00% 50.00% 50.00% 50.00%EVESA SAS 7 rue Antoine-Bourdelle 75015 PARIS FRANCE 33.00% 33.00% 33.00% 33.00%

PLESSENTIEL GIE 6 rue Galilée Quartier Europe 78280 GUYANCOURT FRANCE 28.50% – 28.50% –

PLESSENTIEL SAS 6 rue Galilée Quartier Europe 78280 GUYANCOURT FRANCE 28.50% – 28.50% –

5 - BAFR

CHRYSALIS DEVELOPPEMENT SAS 35 rue de la Gare 75019 PARIS FRANCE 65.00% 65.00% 65.00% 65.00%

6 - VSL

VSL SPAM Paseo de Gracia 11 08007 BARCELONA SPAIN – 49.95% – 50.00%

VSL SISTEMAS ESPECIALES DE CONSTRUCTION

Rosario Norte 532 Piso 7 Comuna de Las Condes 6650571 SANTIAGO CHILE 49.95% 49.95% 50.00% 50.00%

7 - DTP TERRASSEMENT

KAS 1 LIMITED 3rd Floor Unity Chambers 28 Halkett Street SAINT HELIER JERSEY 49.90% – 49.90% –

ASSOCIATES (equity method)

1 - BOUYGUES CONSTRUCTION

CONSORTIUM STADE DE FRANCE SA ZAC du Cornillon Nord 93216 SAINT-DENIS FRANCE 33.33% 33.33% 33.33% 33.33%


HERMES AIRPORTS LTD Shakolas House - Palaios Dromos Lefcosia - Lemesou Athalassa PC 2003 NICOSIA CYPRUS 22.00% 22.00% 22.00% 22.00%

3 - ETDE

AXIONE INFRASTRUCTURES SAS AND ITS SUBSIDIARIES 19 rue Stephenson 78180 MONTIGNY-LE-

BRETONNEUX FRANCE 15.00% 15.00% 15.00% 15.00%


ADELAC SASBâtiment Europe

2 Parc International d’Affaires 3e Boulevard

74160 ARCHAMPS FRANCE 39.20% 39.20% 39.20% 39.20%

AUTOROUTE DE LIAISON SEINE - SARTHE SA Lieu-dit Le Haut-Croth 27310 BOURG-ACHARD FRANCE 33.17% 33.17% 33.17% 33.17%

BINA FINCOM Savska 106 / 4 10000 ZAGREB CROATIA 45.00% 45.00% 45.00% 45.00%

BOMBELA TKC JV PTY LTD 22 Milkyway Linbro Offi ce Park 99303 JOHANNESBURG SOUTH AFRICA 25.00% 25.00% 25.00% 25.00%

TRANSJAMAICAN HIGHWAY LIMITED 2 Goodwood Terrace KINGSTON 10 JAMAICA 48.89% 48.89% 48.89% 48.89%

WARNOWQUERUNG 8 Zum Sudtor 18147 ROSTOCK GERMANY 30.00% 30.00% 30.00% 30.00%

SOCIETE CONCESSIONNAIRE DU PONT RIVIERA MARCORY 22 rue Foreurs - BP 1781 01 ABIDJAN CÔTE D'IVOIRE 49.00% -– 49.00% –

5 - VSL

VSL SOUTH KOREAN 3th Floor Shinho - Villart 452 3 Seongnae - Dongkangdon - Ku 452-3 SEOUL SOUTH KOREA 31.79% 31.79% 31.82% 31.82%

VSL JAPAN Tachibana Shinjuku Bldg. 5 F 2-26, 3 - Chome Nishi - Shinjuku

DHINIJUKU - KU, TOKYO 160 - 0023 JAPAN 24.98% 24.98% 25.00% 25.00%

RABO012_61à66_GB_BAT.indd 66 24/04/13 01:44


Statutory auditors’ reporton the consolidated fi nancial statements

To the Shareholders,

In compliance with the assignment entrusted to us by your Annual General Meetings, we hereby report to you, for the year ended December 31, 2012 on:• the audit of the accompanying consolidated fi nancial sta-

tements of Bouygues Construction,• the justifi cation of our assessments,• the specifi c verifi cation required by law.

These consolidated fi nancial statements have been approved by the Board of Directors. Our role is to express an opinion on these consolidated fi nancial statements based on our audit.

I. - OPINION ON THE CONSOLIDATED FINAN-CIAL STATEMENTSWe conducted our audit in accordance with professional stan-dards applicable in France; those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated fi nancial statements are free of material misstatement. An audit involves performing pro-cedures, using sampling techniques or other methods of selection, to obtain audit evidence about the amounts and disclosures in the consolidated fi nancial statements. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made, as well as the overall presentation of the consolidated fi nancial statements. We believe that the audit evidence we have obtained is suffi cient and appropriate to provide a basis for our audit opinion.

In our opinion, the consolidated fi nancial statements give a true and fair view of the assets and liabilities and of the fi nan-cial position of the Group as at December 31, 2012 and of the results of its operations for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union.

II. - JUSTIFICATION OF OUR ASSESSMENTSIn accordance with the requirements of article L. 823-9 of the French commercial code (Code de commerce) relating to the justifi cation of our assessments, we bring to your attention the following matters:• Current and non-current provisions carried on the balance

sheet were measured as described in Note 2.2.2 to the consolidated fi nancial statements. In light of available infor-mation, our assessment of these provisions was based primarily on an analysis of the processes implemented by management to identify and evaluate risks.

• As indicated in note 2.2.3 to the consolidated fi nancial statements, the Group accounts for construction contracts using the percentage of completion method, which leads to assess year-end margin based on cost to complete esti-mates. Our work was namely to assess the appropriateness of the assumptions taken and the assessment of the stage of completion margin.

These assessments were made as part of our audit of the consolidated fi nancial statements taken as a whole, and the-refore contributed to the opinion we formed which is expressed in the fi rst part of this report.

III. - SPECIFIC VERIFICATIONAs required by law we have also verifi ed in accordance with professional standards applicable in France the information presented in the Group’s management report.

We have no matters to report as to its fair presentation and its consistency with the consolidated fi nancial statements.

Courbevoie and Paris-La Défense, March 25, 2013

The statutory auditorsErnst & Young Audit: Jean BouquotMazars: Guillaume Potel, Olivier Thireau

RABO012_67_GB_BAT.indd 67 24/04/13 01:46

68

Parent company fi nancial statementsBOUYGUES CONSTRUCTION SA - BALANCE SHEET AT 31 DECEMBER 2012 (€ million)

ASSETS 31/12/2012 31/12/2011

Gross Amortisation,depreciation &

impairment

Net Net

INTANGIBLE ASSETS 71 37 34 37

PROPERTY, PLANT AND EQUIPMENT 18 9 9 6

LONG-TERM INVESTMENTS

– HOLDINGS IN SUBSIDIARIES AND AFFILIATES 660 1 659 659

– OTHER 350 0 350 284

SUB-TOTAL 1,010 1 1,009 943

NON-CURRENT ASSETS 1,098 47 1,051 986

INVENTORIES AND WORK IN PROGRESS 0 0 0 0

ADVANCES AND DOWN-PAYMENTS ON ORDERS 0 0 0 0

TRADE RECEIVABLES 26 0 26 28

OTHER RECEIVABLES 180 2 179 110

SHORT-TERM INVESTMENTS 0 0 0 0

CASH 1,942 0 1,942 2,064

CURRENT ASSETS 2,147 2 2,146 2,202

OTHER ASSETS 56 0 56 61

TOTAL ASSETS 3,301 48 3,253 3,249

RABO012_68a73_GB_BAT.indd 68 24/04/13 01:47


LIABILITIES AND SHAREHOLDERS’ EQUITY 31/12/2012 31/12/2011

SHARE CAPITAL 128 128

SHARE PREMIUM 15 15

REVALUATION RESERVES 0 0

OTHER RESERVES 13 13

RETAINED EARNINGS 299 319

NET PROFIT FOR THE YEAR 211 207

SHAREHOLDERS’ EQUITY 666 681

PROVISIONS 39 41

DEBT 431 360

ADVANCES AND DOWN-PAYMENTS RECEIVED 0 0

TRADE PAYABLES 31 27

OTHER PAYABLES 71 79

NON-FINANCIAL LIABILITIES 102 107

OVERDRAFTS AND SHORT-TERM BANK BORROWINGS 1,973 2,013

ACCRUALS AND DEFERRED INCOME 42 46

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY 3,253 3,249

RABO012_68a73_GB_BAT.indd 69 24/04/13 01:47

70

BOUYGUES CONSTRUCTION SA - INCOME STATEMENT, YEAR ENDED 31 DECEMBER 2012 (€ million)

31/12/2012 31/12/2011

SALES 162 150

OTHER OPERATING REVENUES 4 4

PURCHASES AND CHANGES IN INVENTORY 0 0


PERSONNEL COSTS (55) (54)

OTHER OPERATING EXPENSES (101) (90)

DEPRECIATION, AMORTISATION, IMPAIRMENT AND PROVISIONS, NET (8) (7)

SHARE OF PROFIT/(LOSS) OF JOINT VENTURE OPERATIONS 2 (2)

OPERATING PROFIT/(LOSS) (1) (4)

FINANCIAL INCOME AND EXPENSES 216 215

PRE-TAX PROFIT ON ORDINARY ACTIVITIES 214 211

EXCEPTIONAL ITEMS (1) 0

INCOME TAX EXPENSE (3) (3)


RABO012_68a73_GB_BAT.indd 70 24/04/13 01:47


BOUYGUES CONSTRUCTION SA - YEAR ENDED 31 DECEMBER 2012 CASH FLOW STATEMENT (€ million)

31/12/2012 31/12/2011

A - OPERATING ACTIVITIES

CASH FLOW


DEPRECIATION AND AMORTISATION 8 7

NET CHANGE IN IMPAIRMENT AND PROVISIONS (1) (1) (1)

NET GAINS ON ASSET DISPOSALS AND OTHER ITEMS (2) (0) 0

217 213

CHANGE IN WORKING CAPITAL

CURRENT ASSETS, PREPAYMENTS & ACCRUED INCOME (61) (34)

NET ADVANCES & DOWN-PAYMENTS RECEIVED, NON-FINANCIAL LIABILITIES AND OTHER (9) 27

NET CASH GENERATED BY/(USED IN) OPERATING ACTIVITIES 147 206

B - INVESTING ACTIVITIES

INCREASES IN NON-CURRENT ASSETS

ACQUISITIONS OF INTANGIBLE ASSETS AND PROPERTY, PLANT AND EQUIPMENT (9) (4)

ACQUISITIONS OF HOLDINGS IN SUBSIDIARIES AND AFFILIATES (0) (4)

(9) (9)

DISPOSALS OF NON-CURRENT ASSETS

DISPOSALS OF INTANGIBLE ASSETS AND PROPERTY, PLANT AND EQUIPMENT 1 0

DISPOSALS OF HOLDINGS IN SUBSIDIARIES AND AFFILIATES 0 0

OTHER FINANCIAL INVESTMENTS, NET (66) (40)

AMOUNTS RECEIVABLE PAYABLE IN RESPECT OF NON-CURRENT ASSETS, NET (0) (1)

NET CASH GENERATED BY/(USED IN) INVESTING ACTIVITIES (74) (49)

C - FINANCING ACTIVITIES

INCREASE IN SHAREHOLDERS' EQUITY 0 0

DIVIDENDS PAID DURING THE YEAR (226) (201)

CHANGE IN DEBT 71 35

NET CASH GENERATED BY/(USED IN) FINANCING ACTIVITIES (156) (166)

CHANGE IN NET CASH POSITION (A + B + C) (82) (9)

NET CASH POSITION AT 1 JANUARY (3) 51 59

NET CASH FLOWS DURING THE YEAR, EXCLUDING TRANSFERS BETWEEN ACCOUNTS (82) (9)

IMPACT OF TRANSFERS BETWEEN ACCOUNTS – –

NET CASH POSITION AT END OF PERIOD (3) (32) 51

(1) Excluding impairment of current assets.(2) Net of corporate income tax.(3) Cash + Short-term investments - Overdrafts and short-term bank borrowings.

RABO012_68a73_GB_BAT.indd 71 24/04/13 01:47

72

BOUYGUES CONSTRUCTION SA YEAR ENDED 31 DECEMBER 2012 (in millions)w

COMPANY Share capital (1)

Other equity (1) (4)

% interest Gross carrying

amount of shares held

Net carrying amount of

shares held

DETAILED INFORMATION - SUBSIDIARIES (interest > 50%)

FRENCH SUBSIDIARIES

DTP TERRASSEMENT 10 10 100.00 24 24

BOUYGUES BATIMENT INTERNATIONAL 25 31 89.32 75 75

BOUYGUES BATIMENT ILE DE FRANCE 13 29 99.70 103 103

BOUYGUES TRAVAUX PUBLICS 38 10 98.07 93 93

ETDE (3) 51 87 100.00 158 158

QUILLE 15 14 100.00 43 43

PERTUY CONSTRUCTION 15 11 100.00 27 27

DV CONSTRUCTION 7 8 100.00 11 11

NORPAC 6 5 100.00 9 9

GFC CONSTRUCTION 3 15 100.00 6 6

FICHALLENGE 2 0 100.00 2 1

CHALLENGER 0 – 99.99 15 15

TOTAL (in millions) 566 566

FOREIGN SUBSIDIARIES

VSL INTERNATIONAL (Switzerland) 10 17 100.00 26 26

LOSINGER MARAZZI (Switzerland) 15 7 99.96 22 22

DRAGAGES HONG KONG (Hong Kong) 50 58 100.00 6 6

ACIEROID 5 9 93.81 7 7


DETAILED INFORMATION - AFFILIATES (interest 10% to 50%)

CONSORTIUM STADE DE FRANCE 30 18 33% 30 30


AGGREGATE INFORMATION ON OTHER SUBSIDIARIES AND AFFILIATES

FRENCH SUBSIDIARIES 2 1

FOREIGN SUBSIDIARIES 0 0

FRENCH AFFILIATES 0 –

FOREIGN AFFILIATES 0 0

OVERALL TOTAL (in millions) 660 659

(1) In millions of local currency units.(2) Exchange rate as of 31 December 2012.(3) Consolidated reserves and net profi t for the year excluding minority interests, and consolidated sales.(4) Excluding net profi t/(loss) for the year.(5) Financial year-end other than 31 December.

RABO012_68a73_GB_BAT.indd 72 24/04/13 01:47


Loans and advances

receivable by the parent

Guarantees given by

the parent

Sales for last

fi nancial year

Net profi t/ (loss)

for last fi nancial year

Dividends received by the parent

during the year

Comments

65 4 225 11 8

164 0 639 62 39

– 171 1,823 66 49

– 16 417 35 16

154 18 1,645 21 9

0 – 5 13 17

0 – 222 10 15

– 16 275 9 10

0 6 223 8 9

0 10 364 2 8

– – – (0) –

– – 14 2 –

383 241

32 – 20 (5) 7 (2) 1 CHF = 0.828363

– – – 23 24 (2) 1 CHF = 0.828363

98 – 258 2 5 (2) 1 HKD = 0.097790

– – 42 (5) –

130 –

– – 77 9 – (5) YEAR ENDED 30 JUNE 2011

– –

3 – –

1 – 0

– – –

0 – –

517 241 –

RABO012_68a73_GB_BAT.indd 73 24/04/13 01:48

Bouygues Construction Coporate Communications department. Production: Cover: Dragon Rouge. May 2013. The French or English versions of the 2011 Financial report can be obtained on request by calling +33 30 60 55 59 or downloaded from the www.bouygues-construction.comPrint: TI Médian impressions.

This report is certified alcohol-free printing. The paper is certified by the Forest Stewardship Council schemes (FSC) and the inks are vegetable based.

Bouygues Construction1, avenue Eugène Freyssinet Guyancourt78065 Saint-Quentin-en-Yvelines Cedex

Tel.: +33(0)1 30 60 33 00

www.bouygues-construction.com

chs 2012 financial_report

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