impression : 00 32 (0) 56 481 400€¦ · Review of the financial year 2003/2004 and outlook for 2004/2005 The global and regional environment in which the company is active weakened

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Société Financière des SucresS o c i é t é A n o n y m eR.C. Bruxe l les n° 37.822avenue Herrmann-Debroux 40-42

1 1 6 0 B R U S S E L S - B E L G I U M

Tel. +32 (0)2 661.19.11 - Fax +32 (0)2 672.02.22

w w w . f i n a s u c r e . c o m

REGISTERED OFFICE + FACTORY IN FONTENOYChaussée de la Sucrerie 1 • B-7643 FONTENOYTel. +32 (0)69 55 39 10 • Fax +32 (0)69 44 44 16

FACTORY IN MOERBEKEOpperstaat 108 • B-9180 MOERBEKE-WAAS

Tel. +32 (0)9 346 85 91 • Fax +32 (0)9 346 90 12

FACTORY IN FURNESZuidburgweg 40 • B-8630 FURNES

Tel. +32 (0)58 31 01 90 • Fax +32 (0)58 31 43 61

FACTORY IN BRUSSELSRue de l’Intendant 156 • B-1080 BRUSSELS

Tel. +32 (0)2 426 98 73 • Fax +32 (0)2 425 38 83

LOCATION IN FRASNESRoute d’Hacquegnies 2

B-7911 FRASNES-LEZ-BUISSENAL Tel. +32 (0)69 87 17 11 • Fax +32 (0)69 86 82 40

BUNDABERG SUGAR Limited21 Magura Street • ENOGGERA

QUEENSLAND 4051 • AUSTRALIATel. +61 (0)7 33.35.83.00Fax +61 (0)7 33.35.83.11

www.bundysugar.com.au

REGISTERED OFFICERoute d’Hacquegnies 2


LOCATION IN BRUSSELSavenue Herrmann-Debroux 40-42

1160 BRUSSELSTel. +32 (0)2 661.19.11 • Fax +32 (0)2 672.02.22

EURO STAR HOLLANDZuiveringweg 14

NL-8243 PZ LELYSTAD • THE NETHERLANDSTel. +31 320 25 43 44Fax +31 320 25 26 12

www.euro-star-holland.com

BUNDABERG FOUNDRY Engineers LimitedPerry Street • BUNDABERG


www.bfel.com.au

Anhui BBCA & GALACTICLactic Acid Compagny Limited

Daqing Road 73 • BENGBU233010 ANHUI • CHINA

Tel. +86.552.4928716

SUBSIDIARIES

www.iscalsugar.com

www.groupesucrier.be

FINASUCRE saAvenue Hermann-Debroux 40-42 • 1160 BRUSSELS - BELGIUM

Tel. +32 (0)2 661.19.11 • Fax +32 (0)2 672.02.22www.finasucre.com

GALACTIC saPlace d’Escanaffles 237760 ESCANAFFLES

Tél +32 (0)69 45.49.21Fax +32 (0)69 45.49.26

www.lactic.com

COMPAGNIE SUCRIÈRE scarlBP 10 • KWILU-NGONGO

DEMOCRATIC REPUBLIC OF CONGOContact in Belgium :

Tel. +32 (0)2 661.19.11Fax +32 (0)2 661.19.21

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This annual report is also available in French and in Dutch.

Annual Report FINASUCRE 1Financial Year 2003/2004

Summary

Board of Directors, Statutory Auditor

Report of the Board of Directors

Presentation of the Finasucre Group

Significant developments in 2003/2004

Consolidation chart

Key figures

World Sugar Market – Review of the financial year 2003/2004and outlook for 2004/2005

Activities of the subsidiaries

Consolidated financial statements of the Group as at 31 March 2004

Consolidated balance sheet and income statement

Notes and annex

Consolidation and accounting principles

Statutory auditor’s report

Financial statements of Finasucre S.A. as at 31 March 2004

Balance sheet and income statement

Notes, annex and accounting principles

Statutory auditor’s report

Appropriation account, statutory elections

2

3345

18222935

384047

48

69

Annual Report FINASUCRE2 Financial Year 2003/2004

Mr. Yves Boël President

Mr. Olivier Lippens Managing Director

Count Guillaume d’Arschot Schoonhoven Director

Baron Boone Director

Count Richard Goblet d’Alviella Director

Mrs. Claude Lippens Director

Mrs. Florence Lippens Director

Count Maurice Lippens Director

Count Paul Lippens Director

ERNST & YOUNGCompany Auditors

Represented by Mr. Vincent Etienne

Board ofDirectors

Statutory Auditor


Report of the Board of Directors

Ladies,

Gentlemen,

It is our pleasure to report to you on our company's activity during our 74th fiscal

year, and to submit for your approval --in accordance with the law and with our

Articles of Association-- the company’s annual accounts, closed at 31 March

2004, as well as its consolidated accounts at the same date.

The group produces raw, direct consumption raw, white andrefined sugar from cane and beet and markets them toindustrial clients and to retail outlets in many different typesof packaging. It also manufactures an entire line of caramelsand specialities. It sells renewable energy in the form of electricity ; alcoholand molasses ; beet pulps and other products used for animalfeed. Through its Galactic subsidiary, Finasucre is a large producer oflactic acid and its derivatives resulting from the fermentation ofcarbon hydrates. Finasucre is also involved in the engineering and productionof equipment for sugar mills. The group is active in Australia, Congo, Belgium, theNetherlands, and soon, in China. For the year ended 31 March 2004, the group recorded turnover of € 420 million and net assets of € 352 million.The group employs 4,500 people worldwide on a permanentbasis, and about 6,000 people during the campaign to produce 1,440,000 tonnes of sugar. As Finasucre is convinced of the future importance of sugar asa source of inexpensive, renewable energy, it plans to developthis new aspect of the business while continuing to expandcurrent uses of natural sweeteners in all of its markets.

Significant Developments in

2003/2004• Merger of the Belgian sugar mills,

Frasnes and Moerbeke, belonging to Groupe Sucrier, with those ofFontenoy and Furnes in a new subsidiary, Iscal Sugar S.A.

• Acquisition by Iscal Sugar of theEuro Star retail sugar packagingplant, based in the Netherlands.

• Closing of the Moreton sugar mill in Australia.

• Acquisition of the engineering company Walkers (Australia) byBundaberg Foundry Engineers Ltd.

• Closing of the Frasnes sugar mill.

Presentation of the Finasucre group


Consol idat ion chart as at 31 March 2004AUSTRALIA EUROPE AFRICA / ASIA

FINASUCRE Investments(Australia) Pty Ltd

Bundaberg SugarBABINDABINGERA

FAIRYMEADMILLAQUINMOURILYAN

SOUTH JOHNSTONETABLELAND

Bundaberg Foundry Engineers

31-03-2004

AUSTRALIA

FINASUCRE s.a.

31-03-2004

BELGIUM

SOPAGRI s.a.

31-03-2004

G.D. OF LUXEMBOURG

100%

100% 99,7%GROUPE SUCRIER s.a.

31-03-2004

BELGIUM

DEVOLDER s.a.

31-03-2004

BELGIUM

62,6%

55%

100%

100%

ISCAL SUGAR s.a/n.v.

FONTENOYMOERBEKE

FURNES

31-03-2004

BELGIUM

100%

GALACTIC s.a.

ESCANAFFLES

31-03-2004

BELGIUM

BRUSSELSBIOTECH s.a.

31-03-2004

BELGIUM

100% EURO STARHOLLAND b.v.

LELYSTAD

31-03-2004

HOLLAND

SOREAS s.a.(Reinsurance)

31-03-2004

G.D. OF LUXEMBOURG

COMPAGNIESUCRIERE scarl

KWILU-NGONGO

Dem. Rep. of CONGO

B&G

BENGBU

31-12-2003

CHINA

60%

49%

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OD

UC

TS

, E

NG

INE

ER

ING

Consolidated companies

Non consolidated companies


Key f igures

Consolidated group Finasucre S.A.

in '000 € 2003/04 2002/03 2001/02 2003/04 2002/03 2001/02

Turnover 419.954 374.768 384.480 - - -

Operating cash flow (EBITDA) 34.306 48.594 39.727 - - -

Profit on ordinary activities before taxes 10.795 37.219 27.426 20.981 32.419 17.869

Profit (loss) after taxes (3.236) 33.087 19.435 - -

(share of the Group)

Shareholder’s equity 352.466 316.262 302.998 273.236 262.491 224.697

Total of the balance sheet 636.342 457.873 457.955 282.615 269.285 231.163

Net dividend per share (in €) - - - 49,50 € 47,40 € 45,30 €

450

400

350

300

250

200

150

100

50

02001/02 2002/03 2003/04

Consolidated turnoverin million €

60

50

40

30

20

10

0

-102001/02 2002/03 2003/04

EBITDA and Consolidated profit (loss)in million €

55,00€

50,00€

45,00€

40,00€

35,00€

1999

Net dividend per sharein €

Tableland Mill, Far North Queensland

2000/01 2001/02 2002/03 2003/04

40,90€

43,20€

45,30€

47,40€

49,50€

� EBITDA � Profit (loss) after tax (share of the Group)


World Sugar MarketReview of the f inancial year 2003/2004

and outlook for 2004/2005The global and regional environment in which the company is active weakened further. Duringthe year, the excess of the global production of sugar in relation to consumption was reflectedin a new increase in stocks. Global prices fell roughly 1 c/lb on average for the year underreview.

Despite the prediction of future record production in Brazil, falling production in severalcountries, including India, and a global increase in consumption, primarily in Asia, shouldresult in some reduction in global stocks. This in turn should strengthen prices. The strongincrease in the freight rate could also limit export volumes, particularly from Brazil to Asia.

World production and consumption(in millions tons raw sugar) source : F.O.Licht

Production Consumption * estimates

World raw sugar market price(in USD cents/lb)

n d j f m a m j j a s o n d j f m a m j j a s o n d j f m a m j j a s o n d j f m a m j j a s o n d j f m


Queensland's sugar production in 2003/2004 was 4.68 million tonnes and is expected to reach5.1 million tonnes in 2004/2005. Since the beginning of 2004, there has been favourable rainfallin most regions, which should lead to a good harvest.The combined effect of depressed global sugar prices (expressed in US dollars) and thestrengthening of the Australian dollar had a negative impact on the sugar industry'sprofitability.Domestically, the Australian economy continued to grow. GNP rose 4% in 2003. Sugar industry restructuring projects were actively discussed throughout the year. Thebill to reform the sugar industry was finally introduced in theQueensland Parliament in March 2004 and approved the following month.In April 2004, the Australian Federal Government announced avery large programme to assist the sugar industry. This plan(totalling AUD 444 million) aims to enable all of the sector’sparticipants to carry out the restructuring and changes neededto ensure their future. As regards international trade relations, Australia, Brazil andThailand officially challenged European export subsidiariesbased on WTO rules.The Cairns Group, of which Australia is a member, reached anagreement with several other countries to attempt to re-launchWTO agricultural negotiations. The recently negotiatedAustralia-US Free Trade Agreement completely excluded sugar,which was very disappointing for the industry.

j f m a m j j a s o n d j f m a m j j a s o n d j f m a m j j a s o n d j f m a m j j a s o n d j f m

Australia

Port of Mourilyan,Far North Queensland

Monthly average rate EUR Monthly average rate USD • Yearly average rate EUR

Australian Dollar exchange rate vs US Dollar and vs Euro

1 AUD = ....

The Australian dollar rose 11.8% against the euro, reaching its 2001/2002 level, and climbed 25% against the US dollar (at 31March 2003).

8

In the Democratic Republic of Congo, political activity was marked by the process of thecountry's reunification, which was supported by the active commitment of the internationalcommunity. A new government has been appointed to manage the country’s affairs duringthe two transition years. The Assembly and Senate have been established.

The country is cooperating with the IMF and the World Bank. The goals of stabilisingthe exchange rate and the inflation rate have been achieved. The injection of funds byinternational agencies is a tangible sign offering hope of an economic recovery.However, the volume of investments is still far below forecasts, despite the effortsundertaken to encourage them. The informal sector still accounts for most of the economy. Local producers are still treated unfavourably.

In Europe, the EU’s existing sugar regime will continue to apply until 2006; the 2003/2004campaign saw a quota reduction of 1.415%.The European Commission, which wishes to reform the system after 2006, is in the processof examining three possible options: (i) maintaining the current system, (ii) reducing theprice of sugar and (iii) opening up the European sugar market. It is expected to submit proposals by the end of summer of 2004, and the Member States’ decisions are expected in

2005.

In Belgium, with 1.03 million tonnes of sugar produced, the 2003 campaignis comparable to the excellent previous campaign, despite a 7% decrease insown areas. For the 2004/2005 campaign, a further reduction of sown areasis anticipated, a consequence of a new important carry-over of C-sugar.

Europe

Central Africa

Annual Report FINASUCRE Financial Year 2003/2004

KWILI - NGONGODemocratic Republic of Congo

Veurne Mill

Moerbeke Mill

Fontenoy Mill


Activities of the subsidiaries

B u n d a b e r g S u g a r(Australia)

Bundaberg Sugar is the largest producer of sugar cane inAustralia and a major raw sugar miller, refiner and marketerof sugar and related products. Based in Queensland, thecompany’s operations include Bundaberg Foundry Engineers(BFEL), one of the country’s oldest heavy engineering andfoundry enterprises. The Bundaberg Sugar Group employsabout 1,000 people, as well as 450 seasonal workers for thecampaign (from May to November).

Despite depressed world prices, a strong Australian dollarand difficult operating conditions, final results exceededestimates, thanks to strict cost control measures, higher

cane volumes and a higher sugar content. Significantrevenues were generated by the sale of land, and BFELbenefited from an increase in export equipment orders.

The Moreton mill in Nambour, which has been operationalfor more than 100 years, was closed definitively at the endof the 2003 season. The properties held by the company inthis region are gradually being sold. The first transactionconcluded was the sale of the 313.6 hectare property called‘Sippy Downs’ to the Investa Property Group (for AUD24 million).

Several cane farms were acquired by the company in theNorth Queensland and Bundaberg regions.

In July 2003, BFEL acquired the Walkers sugar division fromDowner EDI, thereby acquiring the latter’s sugar clientele andintellectual property. A large contract was concluded with asugar mill in Thailand and sales prospects are positive.

The production of raw sugar reached 868,000 tonnes at31 March 2004 (compared to 863,000 tonnes in 2003) from aharvest of 6.501 million tonnes of cane (compared to 6.458million in 2003). Forecasts for the 2004 harvest slightlyexceed 6.200 million tonnes (in 2003, without the Moretonplant, which was closed at the end of the season, the harvestwas 5.980 million tonnes).

Transportation liquid sugar

Centrifugal machine

Exchange as at as at average 12 month average 12 monthrate 31/3/2003 31/3/2004 1/04/2002- 1/04/2003-

31/3/2003 31/3/2004

1 AUD = 0,55479 EUR 0,62019 EUR 0,56625 EUR 0,59018 EUR

+ 11,8% + 4,2%

1 AUD = 0,60273 USD 0,76153 USD 0,56268 USD 0,69511 USD

+ 26,3% + 23,5%


The main items of the consolidated income statement for 2003/2004 are :

The fall in turnover was the result of the combined unfavourableeffects of declining world prices and the appreciation of theAustralian dollar vis-à-vis the US dollar (transaction referencecurrency), which also had an impact on operating cash flow.

With the assistance of outside experts, Bundaberg Sugarassigned a value to all of its assets. Capital gains wererecorded in shareholders’ equity (AUD 50.3 million) and theydid not affect the year’s earnings.

Extraordinary results include: - As income: a capital gain realised on the sale of

land (AUD 25.6 million) and reversals of provisionsset aside previously (AUD 23.9 million);

- As charges: write-downs on fixed assets (AUD 55million) and the depreciation of goodwill fromthe acquisition of Walkers (AUD 1.7 million)

Bundaberg Sugar’s management continued to play a veryactive role in negotiations concerning the future of thesugar industry and the Federal Government's assistanceprogramme.

Mr Geoff Mitchell A.O, Chairman and Managing Director ofBundaberg Sugar, will retire at the end of June 2004. MrMitchell's contribution to the company and to theAustralian sugar industry has been considerable. He willcontinue to serve Bundaberg Sugar as Non-ExecutiveChairman of the Board of Directors. Commencing on1 July 2004, the company will be led by Mr Grant Maclean.

The consolidated Bundaberg Sugar Group closed the yearat 31 March 2004 with a loss of AUD 25.2 million.

A proposal will be submitted to the meeting of the share-holders of Finasucre Investments (Australia), parentcompany of the Bundaberg Sugar Group, in June 2004 todistribute a dividend of AUD 4,652,712, to be allocated topreference shares.

B u n d a b e r g S u g a r(Australia)

Refined sugar sales stayed relatively stable throughout the year, although margins were under pressure. In addition, demand formolasses was below forecast.

In ‘000 de tonsCampaigns 2003/2004 2002/2003

Cane crushed 6.501 6.458of which cane produced by Bundaberg Sugar 535 521

Production of raw sugar 868 863

Production of refined sugar 145 156

in '000 AUD 2003/2004 2002/2003

Turnover 364.142 399.527

Operating cash flow 3.265 31.123

Depreciation (13.307) (13.966)

Financial results (2.756) (4.031)

Results before extraordinary items (12.798) 13.126

Extraordinary results (7.202) (164)

Income tax (5.242) (2.470)

Net profit (loss) (25.242) 10.492


G r o u p e S u c r i e r s . a .(Belgium)

On 30 September 2003, Groupe Sucrier acquired from itsDevolder subsidiary all of the latter’s industrial equipment,excluding the buildings. This transaction was concluded aspart of the gradual integration of the lines of special sugarproducts produced by Devolder in Groupe Sucrier’s sugarmills.

On 30 September 2003, Groupe Sucrier concluded a Heads ofAgreement with Sucrerie Couplet, Warcoing and Société deParticipation Betteravière (Sopabe) with a view to combiningtheir interests in the Belgian sugar industry.

The purpose of this transaction was to incorporate in thiscompany the Frasnes and Moerbeke sugar mills (includingthe special sugar business acquired from Devolder), and tomerge with the Fontenoy and Furnes sugar mills, Sopabecontributing cash.

Accordingly, on 6 October 2003 Iscal Sugar S.A. was incorpo-rated and the merger operations were concluded on 23December 2003 (from an accounting point of view they tookeffect on 1 October 2003). Groupe Sucrier holds 62.624% ofthe capital of Iscal Sugar.

The 2003 campaign was carried out at Iscal Sugar’s fourmills: Fontenoy, Frasnes, Furnes and Moerbeke.

As a result, the year 2003/2004 differed from previous yearsfor Groupe Sucrier. No campaigns were carried out by theFrasnes and Moerbeke sugar mills; instead, their stocks ofsugar were sold during the first half of the year and theyincurred expenses to prepare for the 2003/2004 campaign.

During the second half of the year, Groupe Sucrier managedits treasury and continued its commercial activities associatedwith the interest in Compagnie Sucrière in the Congo. Sincethe 1 October 2003 takeover, personnel at the Frasnes andMoerbeke sugar mills were allocated to Iscal Sugar.

The balance sheet at 31 March 2004 now only includes thefinancial assets, including those in Iscal Sugar worth€ 21,581,188, instead of the book value of the assets and liabilities brought to this company.

Groupe Sucrier closed this special year at 31 March 2004with a net profit of € 9,496,416, compared to a net profit of€ 13,568,852 the previous year, including the 2002/2003campaign implemented by its two sugar mills.

A onetime write-down of € 1 million was booked on theinterest in Devolder S.A., so as to reflect the current level ofits own shareholders equity. The company's activities havebeen reduced, and, at this time, the company’s only activityis the exploitation of its real estate assets.

A one-time profit of € 4,433,238 was booked on the sale toIscal Sugar of the 99.98% interest in Soreas S.A. (Société deRéassurance des Activités Sucrières). Its activity is directlyassociated with the group's Belgian sugar mills.

A proposal will be submitted to the General Assembly of23 June 2004 to distribute a total gross dividend of€ 12,715,668.

12

This new subsidiary, whose other shareholders includeSucrerie Couplet S.A., Warcoing Sucre S.A and Sopabe SCC(Société de Participation Betteravière), was incorporated on6 October 2003 with a view to bringing the Frasnes,Moerbeke, Fontenoy and Furnes sugar mills together.

Iscal Sugar thus became the second largest participant inthe Belgian sugar industry, with one third of the marketshare. Roughly 8,400 farmers supply the company withbeets.

In addition, the Dutch firm Euro Star Holland B.V., acquiredby Groupe Sucrier in August 2003, was sold to Iscal Sugaras part of this project. Euro Star is specialised in the packaging and distribution of a large line of sugar for retailoutlets, particularly in France.

This merger’s transactions took place on 23 December2003, via successive capital increases, for a total of€ 36,858,333, to remunerate : (i) the incorporation of theFrasnes and Moerbeke sugar mills (including the specialsugars that were manufactured by Devolder S.A.), (ii) themerger by absorption of the Fontenoy sugar mill, (iii) themerger by absorption of Suikerfabriek van Veurne N.V. and(iv) cash contributions. The incorporation and the mergerstook place in a manner that was neutral from an accountingand taxation point of view, and took effect on 1 October 2003.

I s c a l S u g a r s . a .(Belgium)

(company incorporated on 6 October 2003)


Processing of beets

A 1.4% quota reduction was decided for this campaign. With production exceeding by 35%the four mills’ maximum quota, the campaign was excellent from both an agricultural andtechnical point of view.

In January 2004, the closing of the Frasnes sugar mill was announced in a manner consis-tent with legal requirements and in consultation with the representatives of the companyand of the employees, as well as the beet planters. Satisfactory agreements were concluded with all of the parties concerned. Thecompany was attributed the status of a company undergoing restructuring, enabling it to offer early retirement. The Frasnes site willstill be partially used for the packaging workshop, as well as for the sugar silo.

For its first six-month fiscal year, Iscal Sugar had turnover of € 130.5 million from its four mills.

Operating cash flow came in at € 18.3 million. The mill’s production costs remained stable in relation to previous years, with theexception of a provision of € 6.5 million, which was set aside for the cost of the restructuring, due to the closing of the Frasnes mill.

After deducting a total depreciation charge of € 10.4 million, including € 7.5 million for goodwill recorded during the merger with theFurnes mill, and net interest expenses of € 1.6 million, total net income before taxes was € 6.3 million. Net income after taxes was€ 1,501,410.

There are no plans to distribute a dividend at the end of this first six-month period.


Speciality Sugars

Bagging

Cistern

The result of the 2003/2004 campaign executed by the four Iscal Sugar mills is shown asfollows:

Campaigns 2003/2004 Moerbeke Frasnes Fontenoy Furnes Total Iscal Sugar

Surface (ha) 10.376 7.795 6.170 7.500 31.841

Yield (T/ha ) 66,3 71,5 69,9 68,0 68,7

Sugar production (T) 108.650 85.958 70.648 87.723 352.979


C o m p a g n i e S u c r i è r e s c a r l(Democratic Republic of Congo)

The only sugar producer still active in the DRC, CompagnieSucrière, which is located in the province of Bas-Congo, iscontinuing its recovery, despite a free trade policy that isunfavourable for local industries.

Our subsidiary achieved record production of 73,630 tonnes ofsugar (compared to 62,925 tonnes in 2002). It also produced59,655 HL of alcohol, primarily for export to the EU.

The recovery of crop yields is proceeding smoothly. Milllosses have been constantly improving over the past twoyears and confirm the performance of the new process forclarifying juices and the efficiency of new working methods.

The agro-industrial recovery plan approved by its share-holders is being continued, and the efforts made are beginningto show their results. The cost price of sugar fell by 10%. Onthe other hand, the constant competition from importedsugar led to a further decrease in selling prices, with theresult that the company still has not returned to profitability.More rationalisations are planned.

The company intends to use the EBA quota allocated by theEU to the DRC to export roughly 7,000 tonnes of sugar in2004. However, it is in an unfavourable position in relation toother countries as a result of the very high cost of local portlogistics.

KWILU - NGONGO, Democratic Republic of Congo


G a l a c t i c s . a .(Belgium)

Our Galactic subsidiary is a large producer oflactic acid and its derivatives. The plant is locatedin Escanaffles and it delivers its products in bothEurope and to diverse export markets.

Its production is rising continuously (+5.5% in2003/2004), although turnover fell 4% as a resultof the combined effect of competitive pricingpressures and the weakness of the US dollar.

The launch of new products contributed to turn-over and to the profit margin. The fall in world-wide prices for sugar, the main raw material,also had a positive effect on earnings.

The new water purification station was commissioned. Investments continue to befocused on the ongoing improvement of processes and product quality.

Throughout the year, Galactic pursued itsassistance to the building of a lactic acid plant in China through its “B&G” subsidiary, in which it holds a 49% stake.

Galactic closed the year at 31 March 2004 with a net profit of € 1,405,899 (compared to the net profit of € 929.656 in 2002/2003).The depreciation allowance fell as a result of the application of new tax provisions and the costs associated with building theplant in China were included in the expenses.

Galactic’s Brussels Biotech subsidiary exploits its portfolio of patents. It ended the year 2003/2004 with a net profit of € 428,730(compared to € 506,937 the previous year). This decrease is associated with the fall of Galactic's turnover, which is used asthe basis for calculating its royalties


D e v o l d e r s . a .(Belgium)

Devolder’s activities can be summarised as themanagement of its industrial buildings, which areleased to Iscal Sugar until the end of 2006, whenits operating permit will end.

The net profit for the year 2003/2004 was € 91,038(compared to € 474,445 last year). It is the resultof the special sugar manufacturing businessduring the first six months and the real estateactivity during the last six months. A dividend of€ 1,491,100 will be proposed to the GeneralAssembly of 16 June 2004.

S o p a g r i s . a .[Société de Participations

agro-industrielles](Grand-Duchy of Luxembourg)

Our financial investment subsidiary closed theyear at 31 March 2004 with a net profit of € 89,667(compared to € 308,211 at the end of the previousyear). There were no extraordinary items. Theresults reflect the fall in financial returns.

There are no plans to pay a dividend for this year.

Consolidated financial statements

of the group

as at 31 March 2004


C O N S O LID A TED B A LA N C E S H EET (af t er ap p ro p r iat io n ) as a t 3 1 M arc h 2 0 0 4 in '000 €

Fixed Assets 298.330 202.801

I. Formation expenses ………………………………….…………… 70 4II. Intangible assets …………………….……………………………… 30.419 39III. Consolidation differences (positive) …………………….…… 9.561IV. Tangible assets ……………………………...……………………… 246.900 192.688

A.Land and buildings ……………………..………………………… 149.743 70.755

B.Plant, machinery and equipment ……………………………… 91.861 116.815

C.Furniture and vehicles …………….……………………………… 3.526 2.779

D.Leasing and other similar rights ……………………………… 222 176

E.Other tangible assets …………………………………………… 87 392

F.Assets under construction and advance payments ……… 1.462 1.771

V. Financial Assets …………………………………………………… 11.380 10.070A.Affiliated enterprises

1.Participating interests …………………………………………

C.Other financial assets

1.Shares …………………………………………………………… 11.169 9.917

2.Amounts receivable and cash guarantees ……………… 210 152

Current assets 338.012 255.072

VI. Amounts receivable after more than one year …………… 2.746 2.700 B.Other amounts receivable ……………………………………… 2.746 2.700 VII. Stocks and contracts in progress

A.Stocks ………………………………………………………………… 99.981 59.0821.Raw materials and consumables ………………………… 13.650 9.260

2.Work in progress ……………………………………………… 9.622 3.282

3.Finished goods ………………………………………………… 73.405 46.369

4.Goods purchased for resale ………………………………… 3.305 171

B.Contracts in progress ……………………………………………

VIII. Amounts receivable within one year ………………………… 72.854 55.407 A.Trade debtors ……………………………………………………… 64.104 52.051

B.Other amounts receivable ……………………………………… 8.750 3.356

IX. Investments 152.878 131.937B.Other investments ………………………………………………… 152.878 131.937

X. Cash at bank and in hand ……………………………………… 5.581 4.222XI. Deferred charges and accrued income …………………… 686 349

TOTAL ASSETS 636.342 457.873

A S S E T S 3 1 -0 3 -2 0 0 4 3 1 -0 3 -2 0 0 3


C O N S O LID A TED B A LA N C E S H EET (af t er ap p ro p r iat io n ) as a t 3 1 M arc h 2 0 0 4 in '000 €

Capital and reserves 352.466 316.262

I. Capital ………………………………………………………………… 2.232 2.232A.Issued capital ……………………………………………………… 2.232 2.232

II. Share premium account …………………………………………

III. Revaluation surpluses …………………………………………… 31.225 10IV. Consolidated reserves …………………………………………… 262.900 272.736V. Consolidation differences (negative) ………………………… 57.809 57.809VI. Translation differences …………………………………………… (1.920) (16.912)VII. Investment grants ………………………………………………… 221 387

VIII. Minority interests 16.914 3.900

Provisions and deferred taxation 41.076 41.375

IX. A. Provisions for liabilities and charges …………………… 31.408 21.6351.Pensions and similar obligations ……………………………… 5.975 49

3.Major repairs and maintenance ……………………………… 1.603 305

4.Other liabilities and charges …………………………………… 23.829 21.281

B. Deferred taxation ……………………………………………… 9.669 19.741

Creditors 225.885 96.336

X. Amounts payable after more than one year ……………… 80.620 29.702A.Financial debts

3.Leasing and other similar obligations …………………… 3 17

4.Credit institutions ……………………………………………… 80.617 28.972

5.Other loans ……………………………………………………… 713

XI. Amounts payable within one year …………………………… 142.988 64.889A.Current portion of amounts payable after more than one year 18.213 703

B.Financial debts1.Credit institutions ……………………………………………… 35.815 240

C.Trade debts1.Suppliers ………………………………………………………… 50.640 38.549

2.Bills of exchange payable ……………………………………

D.Advances received on contracts in progress ……………… 2.835 1.880

E.Taxes, remuneration and social security1.Taxes ……………………………………………………………… 5.116 2.397 2.Remuneration and social security ………………………… 9.120 6.106

F.Other amounts payable ………………………………………… 21.249 15.014

XII. Accrued charges and deferred income …………………… 2.275 1.742

TOTAL LIABILITIES 636.342 457.873

L I A B I L I T I E S 3 1 -0 3 -2 0 0 4 3 1 -0 3 -2 0 0 3

Annual Report FINASUCRE Financial Year 2003/2004 19

C O N S O LID A TED IN C O M E STA TEM EN T as a t 3 1 M arc h 2 0 0 4 in '000 €

I. Operating income ………………………………………………… 458.626 385.404A.Turnover ……………………………………………………………… 419.954 374.768

B. [increase,(decrease)] in stocks of finished goods,work andcontract in progress ……………………………………………… 26.250 2.160

C.Own construction capitalised ………………………………… 117 274

D.Other operating income ………………………………………… 12.306 8.203

II. Operating charges ………………………………………………… (447.524) (350.744)A.Raw materials, consumables and goods for resale

1.Purchases ………………………………………………………… 287.441 233.542

2.[(increase), decrease] in stocks ………………………………… (3.421) 971

B.Services and other goods ……………………………………… 51.410 41.227

C.Remuneration, social security costs and pensions ……… 66.214 56.378

D.Depreciation of and other amounts written offformation expenses, intangible and tangiblefixed assets ………………………………………………………… 23.204 13.934

E.[increase, (decrease)] in amounts written off stocks,contracts in progress andtrade debtors ……………………………………………………… 510 551

F.[increase, (decrease)] in provisions for liabilitiesand charges ………………………………………………………… 3.775 (8.683)

G.Other operating charges ………………………………………… 19.504 11.615

H.Operating charges capitalised as reorganisationcosts ………………………………….……………………………… (1.112) 1.209

III. Operating profit (loss) 11.102 34.660

IV. Financial income …………………………………………………… 5.197 5.562A.Income from financial fixed assets …………………………… 901 688

B.Income from current assets …………………………………… 1.237 1.468

C.Other financial income …………………………………………… 3.059 3.405

V. Financial charges …………………………………………………… (5.504) (3.003)A.Interest and other debt charges ……………………………… 2.854 1.893

B.Amounts written down on positive consolidation differences … 1.301

C.[increase,(decrease)] in amounts written off current

assets other than mentioned under II.E ……………………

D.Other financial charges ………………………………………… 1.349 1.110

VI. Profit (Loss) on ordinary activities before taxes 10.795 37.219

31-03-2004 31-03-2003


C O N S O LID A TED IN C O M E STA TEM EN T as a t 3 1 M arc h 2 0 0 4 (c o n t in u ed ) in '000 €

VII. Extraordinary income …………………………………………… 22.935 14.558B.Adjustments to amounts written off financial

fixed assets …………………………………………………………

C.Adjustments to provisions for extraordinary liabilities and charges …………………………………………… 43 22

D.Gain on disposal of fixed assets ……………………………… 17.364 14.085

E.Other extraordinary income …………………………………… 5.528 5

VIII. Extraordinary charges …………………………………………… (37.275) (6.090)A.Extraordinary depreciation of and extraordinary

amounts written off formation expenses, intangibleand tangible fixed assets ……………………………………… 33.457

B.Amounts written financial fixed assets ………………………

C.Provisions for extraordinary liabilities and charges[increase,(decrease)] ………………………………………………… 3.030

D.Loss on disposal of fixed assets ……………………………… 503 5.321

E.Other extraordinary charges …………………………………… 286 28

IX. Profit (Loss) for the period before taxes (3.546) 45.687

IXbis. A.Transfer from deferred taxation ……………………………… 11.760 64B.Transfer to deferred taxation …………………………………… (1.245)

X. Income taxes ………………………………………………………… (10.458) (10.698)A.Income taxes ……………………………………………………… 10.506 10.698

B.Adjustment of income taxes and write-back oftax provisions ……………………………………………………… (49) ()

XII. Profit (Loss) for the period (2.244) 33.809

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

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

XIV. Consolidated profit (loss) (2.244) 33.809A.Share of third parties …………………………………………… 993 722

B.Share of the group ………………………………………………… (3.236) 33.087

31-03-2004 31-03-2003


Notes and annex BALANCE SHEET

The consolidated balance sheet reflects, through our consolidated subsidiaries, the sugar activities in Belgium, the Netherlands and Australia. The consolidated accounts at 31 March 2004, like those of the previous financial year, cover twelve months of activity for each company, with the exception of Iscal Sugar and Euro Star Holland, which were included in the consolidation scope as at 1 October 2003, and whose accounts only include six months of activity. The other activities are included in the item “Other financial fixed assets” for a total book value of € 11.169 thousands; this includes the holdings in COMPANY SUCRIERE SCARL (Democratic Republic of Congo), Sugar Terminals Ltd (Australia), B&G in China and various company stocks and shares.

INCOME STATEMENT

The table below shows the results of the consolidated companies.

in '000 € 2003/2004 2002/2003

Turnover 419.954 374.768

Operating cash flow 34.306 48.594

Depreciation (23.204) (13.934)

Financial results (307) 2.559

Results before extraordinary items 10.795 37.219

Extraordinary results (14.340) 8.468

Income tax 1.301 (11.878)

Net profit (loss) (2.244) 33.809

The inclusion in the consolidation scope of three new plants for a period of six months (Fontenoy and Furnes in Belgium and Euro Star in Holland) contributed to the increase in turnover. However, the fall of Bundaberg Sugar’s turnover reduced this growth. Bundaberg Sugar’s negative impact is also reflected in operating cash flow, even though the other consolidated activities experienced stability in their operating costs, with the exception of the provision for Iscal Sugar’s restructuring. The depreciation includes € 7.5 million for goodwill recorded by Iscal Sugar following the merger operations with the Furnes sugar mill. Financial results were impacted negatively by the debt of Bundaberg Sugar and Iscal Sugar, while the financial returns on the group’s treasury decreased. Bundaberg Sugar was responsible for most of the extraordinary losses. Significant modifications in the consolidated group’s structure are identified in greater detail in the appendix below.


ANNEX I. Statement of formation expenses in '000 €

Formationexpenses

a) Net book value as at the end of the preceding period ………………………………………………………………… 4

b) Movements of the period- New expenses incurred 74

- Depreciation (8)- Other -

c) Net book value as at the end of the period ……………………………………………………………………………… 70

of which :- Expenses of formation or capital increase ……………………………………………………… 70- Other ……………………………………………………………………………………………… -

II. Statement of intangible fixed assets in '000 €

Research and Concessions,development patents, Goodwill

expenses licences, etc…a) Acquisition cost

At the end of the preceding period …………………………………… 240 121 11.013

Movements during the period

- Acquisitions, including fixed assets, own production ……………… - 145 37.645

- Sales and disposals ………………………………………………… - (22) -

- Changes in the consolidation scope ………………………………… 82 799 72

At the end of the period ………………………………………………… 322 1.043 48.730

c) Depreciation and amounts written down

At the end of the preceding period …………………………………… (240) (82) (11.013)


- Recorded ……………………………………………………………… (4) (99) (7.529)

- Written back ………………………………………………………… - 22 -

- Changes in the consolidation scope ………………………………… (79) (581) (72)

At the end of the period ………………………………………………… (322) (740) (18.614)

d) Net book value at the end of the period …………………………… - 303 30.116


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

buildings equipment vehiclesa) Acquisition cost

At the end of the preceding period …………………………………… 90.535 323.841 14.046


- Acquisitions, including fixed assets, own production ……………… 7.064 7.582 976- Sales and disposals ………………………………………………… (14.177) (111.855) (7.855)

- Transfers from one heading to another …………………………… 25.433 (23.341) 4

- Changes in the consolidation scope ………………………………… 28.175 106.291 1.794

- Translation differences ……………………………………………… 8.523 13.553 730

At the end of the period ………………………………………………… 145.554 316.071 9.695

b) Revaluation surpluses

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


- Recorded ……………………………………………………………… 29.704 - -

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

- Changes in the consolidation scope ………………………………… - - -

- Translation differences ……………………………………………… 1.511 - -

At the end of the period ………………………………………………… 31.215 - -


At the end of the preceding period …………………………………… (19.780) (207.707) (11.267)


- Recorded ……………………………………………………………… (1.880) (45.506) (607)

- Written back ………………………………………………………… 12.737 111.229 7.841

- Transfers from one heading to another …………………………… (6.670) 6.618 (1)

- Changes in the consolidation scope ………………………………… (11.130) (84.924) (1.688)

- Translation differences ……………………………………………… (301) (3.919) (447)

At the end of the period ………………………………………………… (27.025) (224.210) (6.169)

d) Net book value at the end of the period …………………………… 149.743 91.861 3.526

Leasing and Other Assets underother similar tangible construction and

rights assets advance paymentsa) Acquisition cost

At the end of the preceding period …………………………………… 255 1.037 1.917


- Acquisitions, including fixed assets, own production ……………… 57 18 1.122

- Sales and disposals ………………………………………………… (12) - (8)

- Transfers from one heading to another …………………………… - (282) (1.814)

- Changes in the consolidation scope ………………………………… - 352 139

- Translation differences ……………………………………………… 17 - 109At the end of the period ………………………………………………… 317 1.124 1.465


At the end of the preceding period …………………………………… (79) (645) (146)


- Recorded ……………………………………………………………… (15) (24) (1)

- Written back ………………………………………………………… - - 8

- Transfers from one heading to another …………………………… - - 275

- Changes in the consolidation scope ………………………………… - (369) (139)

- Translation differences ……………………………………………… (2) - -

At the end of the period ………………………………………………… (96) (1.038) (3)

d) Net book value at the end of the period …………………………… 222 87 1.462


IV. Statement of financial fixed assets in '000 €

Other enterprises1. Participating interests and shares

a) Acquisition cost as at the end of the preceding period ……………………………………………………………… 14.186

Movements during the period- Acquisitions ……………………………………………………………………………………………………………… 104

- Changes in the consolidation scope …………………………………………………………………………………… 26

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

- Translation differences …………………………………………………………………………………………………… 1.122- Transfers from one heading to another ………………………………………………………………………………… -

At the end of the period ……………………………………………………………………………………………………… 15.438

c) Amounts written down as at the end of the preceding period ……………………………………………………… (4.268)


- Recorded ………………………………………………………………………………………………………………… -

- Translation differences …………………………………………………………………………………………………… -

- Other ……………………………………………………………………………………………………………………… -

At the end of the period ……………………………………………………………………………………………………… (4.268)

d) Net book value at the end of the period ……………………………………………………………………………… 11.169

2. Amounts receivableNet book value at the end of the preceding period …………………………………………………………………… 152


- Additions …………………………………………………………………………………………………………………… 125

- Sales and disposals ……………………………………………………………………………………………………… (75)- Changes in the consolidation scope …………………………………………………………………………………… 8

Net book value at the end of the period ………………………………………………………………………………… 210

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

V. Statement of enterprises excluded from the consolidation and in which aninterest of at least 10% of the capital is held

Year end Currency Shareholder's equity Results % shareholding( in '000 ) ( in '000 )

Compagnie Sucrière scarl

Kwilu-Ngongo 31/12/03 FC 5.462.957 (1.164.085) 60%(Dem.Rep. of Congo)Sugar Terminals LimitedKing George Square 30/06/03 AUD 344.700 14.390 8,56%Brisbane Qld 4000AustraliaB&GDaqing Road 73 31/12/02 CNY - - 49%233010 Bengbu Anhui (China)


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

Reserves andresults

brought forwardAt the end of the preceding period …………………………………………………………………………………………… 272.736

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

Results of the current period (share of the group) ……………………………………………………………………………… (3.236)

Appropriation of result …………………………………….………………………………………………………………………… (6.600)

At the end of the period ………………………………………………………………………………………………………… 262.900

VII. Statement of goodwill in '000 €

Positive NegativeNet carrying value at the end of the preceding period ………………………………………… - (57.809)


. arising from an increase/decrease of the percentage held ………………………………………… 10.862 -

. write-downs …………………………………………………………………………………………… (1.301) -

. other ………..………………………………………………………………………………………… - -

Net carrying value at the end of the period ……………………………………………………… 9.561 (57.809)

VIII. Statement of amounts payable in '000 €

A. Analysis of the amounts originally payableafter one year according to theirresidual term No more than Between 1 and Over 5 years

1 year 5 years

Financial debts

1. Subordinated loans ……………………………………………………… - - -2. Unsubordinated debentures …………………………………………… - - -

3. Leasing and other similar obligations …………………………………… 54 3 -

4. Credit institutions ………………………………………………………… 18.159 80.617 -

5. Other loans ……………………………………………………………… - - -

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

Total ………………………………………………………………………… 18.213 80.620 -

AMOUNT PAYABLE (OR THE PORTION THEREOF)

GOODWILL

WITH A RESIDUAL TERM OF


IX. Information on results in '000 €

Current period Precedingperiod

Net turnover 419.954 374.768

European Union …………………………………………………………………………………… 188.826 130.937

Australia ……………………………………………………………………………………………… 190.024 217.429

Other countries ……………………………………………………………………………………… 41.104 26.402

Workforce recorded in the personnel register

Total number of personnel at the closing date ………….………………………………………… 1.572 1.372

Personnel charges and pensions 71.805 53.322

of which : Provision for pensionsIncrease (+) ; Decrease (-) ……………………..……………………………………………… 5.590 (3.056)

Income taxes

1. Income taxes of the current period : ……………………………………………………… 10.241 10.341

a. Taxes and withholding taxes due or paid ……………………………………………………… 8.410 10.222

b. Excess of income tax prepayments and withholding taxes capitalised ……………………… (364) (27)

c. Estimated additional charges for income tax …………………………………………………… 2.195 146

d. Deferred taxes …………………………………………………………………………………… - -

2. Income taxes on previous periods : ………………………………………………………… 265 357

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

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

of the enterprise of third partiesA 2. Real guarantees, given or irrevocably promised by

the enterprises included in the consolidation on their own assets

Pledges of business :

- amount of the registration ……………………………………………………………………… 8.236 -

A 5. b) Commitments from transactions :- to exchange rates (currencies sold to be delivered) ………………………………………… 16.673 -

D. Members of management and employees of group companies benefit of an extra-legal pension scheme. The premiums paid for thesegroup insurance contratcs are partially borne by the personnel and partially by the enterprise.

and commitmentsas a security for debts

PERIOD


XI. Relationships with affiliated enterprises and enterprises linked by in '000 €participating interests but not included in the consolidation

EnterprisesAffiliated linked by

enterprises participatinginterests

1. Amount of the :

- participating interests and shares ……………………………………………………………… 11.169 -

2. Amounts payable :

- within one year …………………………………………………………………………………… 287 -

3. Amounts receivable :

- within one year …………………………………………………………………………………… 1.568 -

XII. Financial relationships with directors in '000 €

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

granted to :- the directors …………………………………………………………………………………………………………………… 1.282

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


Consolidation and accounting principles

CONSOLIDATION PRINCIPLES I.

Consolidation scope

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

Accordingly, as the present political situation in the Democratic Republic of Congo renders the continuation of normal economic activities uncertain, the company located in that country (Compagnie Sucrière scarl) has been excluded from the scope of consolidation. The participating interest in B&G in China is also excluded from it due to the too low participating interest and the impossibility of obtaining information without generating disproportionate expenses and within a reasonable time.

Consolidation methods

• Full consolidation

The full consolidation method is used whenever one of the following two conditions is met: (i) the participating interest of the group in the capital of its subsidiary is more than 50 %; (ii) the group has controlling power in the ompany. c

This consolidation method consists in incorporating into the parent company’s accounts all assets and liabilities of the consolidated subsidiary as a substitute for the carrying value of the participating interest therein. It reveals consolidation differences and identifies minority interests. Similarly, the income statement items of the subsidiaries are added to those of the parent company and their results of the year are split into the parent company's share and the share of third parties. Intercompany accounts and operations are eliminated on consolidation.

• Equity method

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

The differences between, on the one hand, the share in the consolidated companies’ shareholders’ equity on the shares’ acquisition date or on a date close to said date, and, on the other, the accounting net value of these interests on the same date are attributed, to the extent possible, to the asset and liability items that have a value surperior or inferior to their book value in the subsidiary's accounts. The remaining difference is posted to the consolidated balance sheet under the item "Positive consolidation differences" or “Negative consolidation differences", which cannot be compensated, except for those that are

ssociated with the same subsidiary. a "Positive consolidation differences" are depreciated over 5 years in the consolidated profit and loss account. Additional one-time depreciations are booked if, as a result of changes in economic circumstances, there is no longer any economic justification for keeping them at this value in the consolidated balance sheet.

• Foreign currency translation differences

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


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

• Valuation rules

The valuation rules used for the preparation of the consolidated accounts are the same as those applied to the annual statutory accounts. Group companies have adopted – per sector – uniform valuation rules so that no retreatment is required. For foreign subsidiaries, the necessary reclassifications and retreatments have been performed. The fiscal charge of the consolidated accounts corresponds to the sum of the individual fiscal charges of he consolidated companies using the equity method. t

The consolidated financial statements of Finasucre Investments (Australia) Pty Ltd are prepared in accordance with Australian generally accepted accounting principles and valuation rules. They have not been adjusted with a view to their integration in the consolidated accounts of the Finasucre group. In fact, most of the accounting principles and valuation rules applied are very similar to those applied in the other companies of the Finasucre group and any possible discrepancies which could have a significant impact on the interpretation of the consolidated financial statements of the group are specified hereunder.

• Elimination of internal operations

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

• Accounting period of reference

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

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

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

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

STATEMENT OF CONSOLIDATED COMPANIES II.

COMPANY Registered address and VAT number % Interest % Control

FINASUCRE S.A.

Av.Herrmann-Debroux, 40-42 – 1160 Brussels Nat. N° 403.219.201

Mother company

-

GROUPE SUCRIER S.A.

Route d’Hacquegnies, 2 - 7911 Frasnes-lez-Buissenal Nat. N° 0402.802.594 99,72% 99,72%

FINASUCRE INVESTMENTS (AUSTRALIA) PTY LTD

21 Magura Street – Enoggera – QLD 4051 Australia 100% 100%

SOPAGRI S.A.

Rue Eugène Ruppert, 16 - 1611 Luxembourg Grand Duchy of Luxembourg 100% 100%

ISCAL SUGAR S.A.

Chaussée de la Sucrerie,1 - 7643 Fontenoy Nat. N° 0861.251.419 62,624% 62,624%

EURO STAR HOLLAND B.V. Zuiveringweg, 14 - 8243 PZ Lelystad The Netherlands 62,624% 100%


DEVOLDER S.A. Rue de l’Intendant, 156 - 1080 Brussels VAT 422.175.969 100% 100%

SOREAS S.A. Avenue de la Gare, 65- 1611 Luxembourg Grand Duchy of Luxembourg 62,631% 100%

GALACTIC S.A. Place d’Escanaffles, 23 - 7760 Escanaffles VAT 408.321.795 55% 55%

BRUSSELS BIOTECH S.A. Chaussée de Saint Job, 10 - 1180 Brussels VAT 451.532.525 54,85% 100%

SUMMARY OF ACCOUNTING PRINCIPLES III. ASSETS

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

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

2. Start-up expenses

These are depreciated over 5 years.

3. Intangible fixed assets

Intangible fixed assets whose use is limited in time are depreciated over their lifetime or probable use, which cannot exceed 5 years.

To the extent possible, merger goodwill is allocated to any under-valuations of assets ; the balance is depreciated over no more than 5 years, based on probable economic lifetime.

4. Tangible fixed assets

Tangible fixed assets whose use is limited in time are depreciated as of their acquisition or commissioning date.

The annual depreciation rates are calculated using the straight-line method or on a degressive basis, depending on the lifetime of the investments as defined below:

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

5 . Financial fixed assets

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


6. Amounts receivable

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

7. Stocks

A. Cane still growing in the fields

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

B. Goods, raw materials, consumable products and supplies

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

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

C. Work in progress and finished goods

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

a) Crystallized sugar

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

b) Gross sugar and syrup

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

c) Pulp, molasses and other by-products are valued at market price. d) Lactic acid is valued at the lower of "full costing" price or realization price. Work in progress is valued at the average sales price of the period.

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

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

8. Investments and cash at bank and in hand

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


9. Deferred charges and accrued income

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

LIABILITIES 10. Investment grants

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

11. Provisions for liabilities and charges

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

12. Amounts payable after more than one year

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

13. Amounts payable within one year

Those debts are recorded at their nominal value. A value adjustment must be booked if the estimated value of the ebt at year-end is above the book value. d

P

rovisions are recorded for tax and social charges related to the period.

V

acation pay accruals are computed in accordance with fiscal rules.

The provisions are regularly reviewed and reversed when they became obsolete. 14. Accrued charges and deferred income

Charges or part of charges relating to the period but which will only be paid in a later period, are valued on the asis of the amount related to the period. b

Income received during the period but relating partially or totally to a future period, is also valued based on the

mount considered income from a future period. a Income with uncertain collectibility is also recorded in that section.

1 5. Turnover

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

16. Extra-legal pension scheme

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

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

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


17. Deviations from the valuation rules

a) The receivable from the State of Congo (ex-Zaire), amounting to € 2,65 million (section V of the balance sheet) results from a handover agreement of 60 % of the shares of COMPAGNIE SUCRIÈRE SCARL, signed in 1977. It is still considered as 100 % collectible, but it is impossible to foresee a precise date. b) As a consequence of the mergers in 1989 between SOGESUCRE S.A., SUIKERFABRIEKEN VAN VLANDEREN N.V. and FABRIQUE DE SUCRE DE FRASNES-LEZ-BUISSENAL S.A. with a view to creating GROUPE SUCRIER S.A., and as a consequence of the acquisition of DEVOLDER S.A. in 1989 and the demerger effective September 1, 1993 of ADVANCED TECHNICS COMPANY S.A. to create BRUSSELS BIOTECH S.A., not all of the depreciations have been recorded in accordance with the depreciation rates indicated above. Fixed assets of those companies acquired before those dates of mergers or demerger, have been depreciated at rates sometimes different from those mentioned above. c) In accordance with tax provisions, the assets contributed to the company in 2003 by GROUPE SUCRIER S.A. to ISCAL SUGAR S.A. or resulting from mergers in 2003 between the latter and SUCRERIE DE FONTENOY S.A. and SUIKERFABRIEK VAN VEURNE N.V. continue to be depreciated based on their original valuation rules.

d) By derogation, the goodwill recorded during the merger with SUIKERFABRIEK VAN VEURNE N.V. is depreciated over a 5 semester period.


Statutory auditor’s report on the consolidated financial statements

Statutory auditor’s report to the annual general meeting of shareholders of FINASUCRE S.A. on the consolidated financial statements for the year ended March 31, 2004

In accordance with the legal and statutory regulations, we report to you on the performance of the audit mandate which has been entrusted to us. We have audited the consolidated financial statements for the year ended March 31, 2004 which have been prepared under the responsibility of the Board of Directors and which show a balance sheet total of € 636.342(.000) and a consolidated loss (group’s share) for the year of € 3.236(.000). We have also reviewed the consolidated management report. Unqualified audit opinion on the consolidated financial statements Our examination has been conducted in accordance with the auditing standards of the Institute of Company Auditors ("Institut des Reviseurs d'Entreprises/Instituut der Bedrijfsrevisoren”). Those standards require that we plan and perform the audit to obtain reasonable assurance that the consolidated financial statements are free of material misstatement taking into account the legal and regulatory requirements applicable to consolidated financial statements in Belgium. In accordance with those standards, we considered the group’s administrative and accounting organisation as well as its internal control procedures. Company officials have responded clearly to our requests for information and explanations. We have examined, on a test basis, the evidence supporting the amounts included in the consolidated financial statements. We have assessed the accounting policies, the consolidation principles, the significant accounting estimates made by the group and the overall presentation of the consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion. In our opinion, taking into account the applicable legal and regulatory requirements, the consolidated financial statements give a true and fair view of the group’s assets, liabilities and financial position as of March 31, 2004, and of the results of its operations for the year then ended. The information provided in the notes to the consolidated financial statements is adequate. Additional certification The consolidated management report, on pages 3 to 13, 22, 40, 41 and 48, is consistent with the consolidated financial statements and includes the information required by law. Brussels, June 9, 2004 Ernst & Young Reviseurs d'Entreprises SCC Statutory auditor represented by Vincent Etienne Partner



Financial statements

of Finasucre S.A.

as at 31 March 2004


BA LA N C E SH EET as a t 3 1 m arc h 2 0 0 4 in '000 €

Fixed Assets 154.583 154.583

IV. Financial Assets …………………………………………………… 154.583 154.583A.Affiliated enterprises

1.Participating interests ………………………………………… 154.583 154.583

B.Other enterprises linked by

participating interests1.Participating interests …………………………………………

Current assets 128.032 114.702

VII. Amounts receivable within one year ………………………… 16.356 14.157B.Other amounts receivable ……………………………………… 16.356 14.157

VIII. Investments 111.498 100.318B.Other investments ………………………………………………… 111.498 100.318

IX. Cash at bank and in hand ……………………………………… 96 106X. Deferred charges and accrued income …………………… 83 120

TOTAL ASSETS 282.615 269.285

Capital and reserves 273.236 262.491

I. Capital ………………………………………………………………… 2.232 2.232A.Issued capital ……………………………………………………… 2.232 2.232

III. Revaluation surplus ……………………………………………… 10 10IV. Reserves ……………………………………………………………… 253.602 253.602

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

B.Reserves not available for distribution2.Other ……………………………………………………………… 27 27

C.Untaxed reserves ………………………………………………… 3.352 3.352

D.Reserves available for distribution …………………………… 250.000 250.000

V. Profit (Loss) carried forward …………………………………… 17.391 6.646

Provisions and deferred taxation 2.400

VII. A. Provisions for liabilities and charges …………………… 2.4004.Other liabilities and charges …………………………………… 2.400

Creditors 6.979 6.794

IX. Amounts payable within one year …………………………… 6.697 6.418E.Taxes, remuneration and social security

1.Taxes ……………………………………………………………… 1 1 F.Other amounts payable ………………………………………… 6.695 6.417

X. Accrued charges and deferred income …………………… 282 376

TOTAL LIABILITIES 282.615 269.285

A S S E T S 3 1 -0 3 -2 0 0 4 3 1 -0 3 -2 0 0 3

L I A B I L I T I E S 3 1 -0 3 -2 0 0 4 3 1 -0 3 -2 0 0 3


IN C O M E STA TEM EN T as a t 3 1 m arc h 2 0 0 4 in '000 €

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

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

II. Operating charges ………………………………………………… (207) (603)

B.Services and other goods ……………………………………… 207 602

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

III. Operating profit (loss) (207) (603)

IV. Financial income …………………………………………………… 21.723 33.278

A.Income from financial fixed assets …………………………… 18.258 29.464

B.Income from current assets …………………………………… 3.465 3.755

C.Other financial income …………………………………………… 59

V. Financial charges …………………………………………………… (535) (256)

C.Other financial charges ………………………………………… 535 256

VI. Profit (Loss) on ordinary activities before taxes 20.981 32.419

VII. Extraordinary income …………………………………………… 13.474

E.Other extraordinary income ……………………..……………… 13.474

VIII. Extraordinary charges …………………………………………… (2.400)

C.Provisions for extraordinary liabilities and charges 0,00

[increase,(decrease)] ………………………………………………… 2.400

IX. Profit (Loss) for the period before taxes 18.581 45.893

X. Income taxes ………………………………………………………… (1.236) (1.779)

A.Income taxes ……………………………………………………… (1.236) (1.779)

B.Adjustment of income taxes and write-back oftax provisions ………………………………………………………

XI. Profit (Loss) for the period 17.345 44.114

APPROPRIATION ACCOUNT

A. Profit to be appropriated ………………………………………… 23.991 49.9661.Profit for the period available for appropriation ……… 17.345 44.114

2.Profit brought forward ………………………………………… 6.646 5.852

C. Transfers to capital and reserves …………………………… (37.000)1.To capital and share premium account …………………

2.To legal reserve …………………………………………………

3.To other reserves ……………………………………………… 37.000

D. Result to be carried forward …………………………………… (17.391) (6.646)1.Profit to be carried forward ………………………………… 17.391 6.646

F. Distribution of profit ……………………………………………… (6.600) (6.320)1.Dividends ………………………………………………………… 6.600 6.320

31-03-2004 31-03-2003


Notes, annex and accounting principles

BALANCE SHEET

ASSETS in ‘000 €

Fixed assets V. Financial assets ……………………………………………………………………………………………………………..…..154.583 I

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

Current assets V

II. Amounts receivable within one year ……………………………………………………………………………………..16.356

The advance granted to Bundaberg Sugar Group (denominated in AUD) remained unchanged; its counter value in € with currency hedging rose by € 1,844 thousand as a result

f the Australian dollar’s appreciation against the US dollar. o This section also includes interest to be received on current bank accounts and surpluses of pre-payments to be received on taxes.

V

III. Current investments ………………………………………………………………………………………………………......111.498

The increase in our cash investments of € 11.180 thousand since the end of the previous period comes primarily from the dividends received on our holdings. Our current investments are to a large extent made up of treasury bills.

I X. Cash at bank and in hand ………………………………………………………………………………………………………… 96 X. Deferred charges and accrued income ……………………………………………………………………………………. 83

This is mainly accrued interest receivable on our current assets.

LIABILITIES

Capital and reserves I . Capital ……………………………………………………………………………………………………………………………………2.232

Unchanged. I II. Revaluation surplus ……………………………………………………………………………………………………………………10

I V. Reserves …………………………………………………………………………………………………………………………….253.603

Unchanged. V

. Profit carried forward …………………………………………………………………………………………………………...17.391 According to the profit appropriation.

Deferred provisions and taxes I . Provisions for contingencies and losses …………………………………………………………………………………. 2.400

A provision for this amount was booked for sundry litigations.


D

ebts I X. Amounts payable within one year ………………………………………………………………………………………..…6.697

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

X

. Accrued charges and deferred income ……………………………………………………………………………………. 282 These include interest collected in advance on treasury bills.

INCOME STATEMENTS

CHARGES in ‘000 €

I I. Services and other goods, other operating charges………………………………………………………………….207

Operating expenses and directors’ remunerations fell to their pre-2002/2003 levels.

V

. Financial charges …………………………………………………………………………………………………………………….. 535 These include € 504 thousands of exchange losses incurred on covering our account receivable in AUD. The other charges are mainly commission on coupon payments.

X

. Taxes ……………………………………………………………………………………………………………………………………...1.236 This amount corresponds to the estimated tax on the year’s profit.

INCOME

I V. A. Income from financial fixed assets …………………………………………………………………………………….18.258

For the 2002/2003 year we received a dividend of € 15,851 thousand from Groupe Sucrier and € 2,407 thousand in preferential dividends from Finasucre Investments (Australia) Pty Ltd.

e from current assets …………………………………………………………………………………………………3.465 IV. B. Incom

The income on our treasury was € 2,415 thousand (a fall of € 445 thousand that reflected the decline of financial returns, despite the fact that the treasury was higher). The interest collected on our advance granted to Bundaberg Sugar Group was € 965 thousand, a slight increase that is explained by the Australian dollar’s appreciation against the euro.

VIII. Extraordinary income …………………………………………………………………………………………………………. 2.400

The provision for contingencies and losses is included under this item.


ANNEX AND ACCOUNTING PRINCIPLES

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

Affiliated link

1. Participating interests and shares

a) Acquisition cost as at the end of the preceding period …………………………… 154.911 -


- Acquisitions …………………………………………………………………………… - -

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

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

At the end of the period …………………………………………………………………… 154.911 -

11 -

- -

11 -

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

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

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

d) Net book value at the end of the period 154.583 -

II. Participating interests and other rights in other enterprises

Subsi- Annual diaries account Currency Capital and reserves Net result

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

Groupe Sucrier s.a.Route d'Hacquegnies, 2 2.113.473 99,72 - 31/03/2004 EUR 42.796 10.9547911 Frasnes-lez-BuissenalBelgium BE 402.802.594Finasucre Investments(Australia) Pty Ltd 173.529.614 100,00 - 31/03/2004 AUD 260.413 25.08921 Magura StreetEnoggera QLD 4051 - AustraliaSopagri s.a.Rue Eugène Ruppert, 16 19.999 99,90 0,10 31/03/2004 EUR 10.420 901611 LuxemburgG. D. of LuxemburgDevolder saRue de l'Intendant, 156 1 0,02 99,98 31/03/2004 EUR 357 911080 BruxellesBelgium BE 422.175.969Soreas saRue de la Gare, 65 1 0,02 99,98 31/03/2004 EUR 7.217 -1611 LuxemburgG. D. of Luxemburg

The enterpriseRights held by

Company nameInformation from the most recent period available

directly


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

Period Precedingperiod

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

Fixed income securities …………………………………………………………………… - -

issued by credit institutions ……………………………………………………………………… - -

Term deposits with credits institutions …………………………………………… 111.498 100.318falling due :

- less or equal to one month ……………………………………………………………………… 52.015 51.718

- between one month and one year ……………………………………………………………… 59.483 48.600

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

IV. Deferred charges and accrued income in '000 €

Period

- Expenses to be carried forward ………………………………………………............................................................

- Interest receivable ……………………………………………………...………………………………………………. 82

V. Statement of capital in '000 €

Amounts Number

of shares

A. Capital

1. Issued capital- At the end of the preceding period ………………………………………………………… 2.232 ----------------

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

At the end of the period ……………………………………………………………………… 2.232 -----------------

2. Structure of the capital

2.1. Different categories of shares

Shares without nominal value ………………………………………………………… 2.232 100.000

2.2. Registered shares and bearer shares

- registered ……………………………………………………………………………… ---------------- 50.521

- bearer ………………………………………………………………………………… ---------------- 49.479

VI. Statement of amounts payable in '000 €

C. Amounts payable for taxes, remuneration and social securityPeriod

1. Taxesa) Expired taxes payable ………………………………………………………………………………………………… -

b) Non expired taxes payable ……………………………………………………………………………………………… -

c) Estimated taxes payable ……………………………………………………………………………………………… 1

2. Remuneration and social securitya) Amounts due to National Office of Social Security …………………………………………………………………… -

b) Other amounts payable relating to remuneration and social security ……………………………………………… -


VII. Accrued charges and deferred income in '000 €

Period

- Interest cashed in advance on treasury bills ……………………………………………………...……………………… 282

VIII. Operating results in '000 €


F. Other operating chargesTaxes related to operations ………………………………………………………………… - -

IX. Financial results in '000 €


E. Other financial charges

- Exchange losses …………………………………………………………………………… 510 233

- Bank charges ……………………………………………………………………………… 23 22

- Miscellaneous financial charges …………………………………………………………… 2 2

- Loss on bonds portfolio ……………………………………………………. - -

X. Extraordinary results in '000 €


C. Provisions for liabilities and charges- Provision for litigation………………………………………………………………………… 2.400 -

XI. Income taxes in '000 €

Period

A. Analysis of heading

1. Income taxes of the current period : …………………………………………………………………………. 1.236

a. Taxes and withholding taxes due or paid ……………………………………………………………………… 1.600

b. Excess of income tax prepayments and withholding taxes capitalised …………………………………………… (364)

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

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

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

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

B. Main sources of differences between the profit before tax and the extimated taxable profit

- Income definitively taxed ………………………………………………………………………………………………… (17.345)

- Non taxable capital gain ………………………………………………………………………………………………… 2.400


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


B. Amounts retained on behalf of third parties for :

1. payroll withholding taxes …………………………………………………………………… 33 32

2. withholding taxes on investment income ………………………………………………… 1.079 1.031

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

Period Preceding period Period Preceding period

1. Financial fixed assets : …………… 154.583 154.583 -

- Investments ……………………… 154.583 154.583 -

2. Amounts receivable : ……………… 15.991 14.147 - -

- Within one year …………………… 15.991 14.147 - -

Period Preceding period

7. Financial results :

- From financial fixed assets ………………………………………………………………… 18.258 29.464

- From current assets ………………………………………………………………………… 1.049 894

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

- From interest and debts ……………………………………………………………………

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

Period

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

- the directors ……………………………………………………………………………………………………………… 156

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

Period

Amount of forward contracts :Currencies sold (to be delivered) ………………………………………………………………………………………… 15.991

Enterprises linkedby participation interests

Affiliated enterprises

Affiliated enterprises


♦

XVI. Summary of Accounting Principles

Assets III. Tangible fixed assets

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

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

IV. Financial fixed assets

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

♦

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

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

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

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

Liabilities VII. Provisions for liabilities and charges

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

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

Amounts payable within one year

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


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

Statutory auditor’s report to the annual general meeting of shareholders of FINASUCRE S.A. on the financial statements for the year ended March 31, 2004

In accordance with the legal and statutory regulations, we report to you on the performance of the audit mandate which has been entrusted to us. We have audited the financial statements for the year ended March 31, 2004 which have been prepared under the responsibility of the Board of Directors and which show a balance sheet total of € 282.615.369 and a profit for the year of € 17.345.340. We have also carried out the specific additional audit procedures required by law. Unqualified audit opinion on the financial statements Our examination has been conducted in accordance with the auditing standards of the Institute of Company Auditors ("Institut des Reviseurs d'Entreprises/Instituut der Bedrijfsrevisoren”). Those standards require that we plan and perform the audit to obtain reasonable assurance that the financial statements are free of material misstatement taking into account the legal and regulatory requirements applicable to financial statements in Belgium. In accordance with those standards, we considered the company’s administrative and accounting organisation as well as its internal control procedures. Company officials have responded clearly to our requests for information and explanations. We have examined, on a test basis, the evidence supporting the amounts included in the financial statements. We have assessed the accounting policies, the significant accounting estimates made by the company and the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. In our opinion, taking into account the applicable legal and regulatory requirements, the financial statements give a true and fair view of the company’s assets, liabilities and financial position as of March 31, 2004, and of the results of its operations for the year then ended. The information provided in the notes to the financial statements is adequate. Additional certifications We supplement our report with the following certifications which do not modify our audit opinion on the financial statements:

• The management report, on pages 3 to 13, 22, 40, 41 and 48, includes the information required by law and is

consistent with the financial statements. • In all material respect, the accounting records are maintained and the financial statements have been prepared in

accordance with the legal and regulatory requirements applicable in Belgium. • No transactions have been undertaken or decisions taken in violation of the Company’s statutes or Company Law

which we would have to report to you. The appropriation of the results proposed to you complies with the legal and statutory provisions.

Brussels, June 9, 2004 Ernst & Young Reviseurs d'Entreprises SCC Statutory auditor represented by Vincent Etienne Partner


Appropriation account, statutory elections Appropriation account The year’s profit reached € 17,345,339.98, to which we must add the previous year’s retained earnings of € 6,646,133.38, thereby forming a distributable profit of € 23,991,473.36, which we propose to distribute as follows:

- Retained earnings € 17.391.473,36

- Gross dividend € 6. 600.000,00

TOTAL to be distributed …………………………..……………………………………… € 23.991.473,36 If you approve this distribution proposal, the net dividend, after deduction of a 25% withholding tax, will be € 49.50, compared to € 47.40 the previous year. It will be payable as of Monday, 28 June 2004, in exchange for coupon No. 78, at the counters of Banque Degroof, as well as at our registered office at 40, avenue Herrmann-Debroux, B-1160 Brussels. Statutory elections Count Maurice Lippens’ term as director will expire at the end of this Meeting. He is eligible for reappointment and will stand for re-election for a new 6-year term. For personal reasons, Baron Boone does not wish to continue his role as director after the 2004 Ordinary Meeting. The Board of Directors thanks him for the assistance, experience and advice that he has contributed to the company during his five-year term. In accordance with the law and the Articles of Association, we ask you to give discharge to the directors and to the auditor for their work over the period that ended on 31 March 2004.

* * * In accordance with the law, we are including and commenting on in this report the consolidated balance sheet and the profit and loss statement of our group of companies at 31 March 2004, as well as the related appendix. The Board of Directors is not aware of any circumstances or events occurring after the balance sheet’s date (other than those described above) that could affect the normal operation of the company’s activities. The company does not have any branches The company did not engage in any other separate research and development activity. None of the company’s own shares were acquired by the company itself or by any direct subsidiary. The Board of Directors states that no decision has been carried out and no operations have been decided that would fall under the application of Article 523 of the Company Code concerning conflicts of interest with directors. No special mission was assigned to an auditor during the year. This management report will be filed in accordance with the law and shall be kept at the registered office.

The Board of Directors

June 7, 2004


REGISTERED OFFICE + FACTORY IN FONTENOYChaussée de la Sucrerie 1 • B-7643 FONTENOYTel. +32 (0)69 55 39 10 • Fax +32 (0)69 44 44 16

FACTORY IN MOERBEKEOpperstaat 108 • B-9180 MOERBEKE-WAAS

Tel. +32 (0)9 346 85 91 • Fax +32 (0)9 346 90 12

FACTORY IN FURNESZuidburgweg 40 • B-8630 FURNES

Tel. +32 (0)58 31 01 90 • Fax +32 (0)58 31 43 61

FACTORY IN BRUSSELSRue de l’Intendant 156 • B-1080 BRUSSELS

Tel. +32 (0)2 426 98 73 • Fax +32 (0)2 425 38 83

LOCATION IN FRASNESRoute d’Hacquegnies 2


BUNDABERG SUGAR Limited21 Magura Street • ENOGGERA


www.bundysugar.com.au

REGISTERED OFFICERoute d’Hacquegnies 2


LOCATION IN BRUSSELSavenue Herrmann-Debroux 40-42

1160 BRUSSELSTel. +32 (0)2 661.19.11 • Fax +32 (0)2 672.02.22

EURO STAR HOLLANDZuiveringweg 14

NL-8243 PZ LELYSTAD • THE NETHERLANDSTel. +31 320 25 43 44Fax +31 320 25 26 12

www.euro-star-holland.com

BUNDABERG FOUNDRY Engineers LimitedPerry Street • BUNDABERG


www.bfel.com.au

Anhui BBCA & GALACTICLactic Acid Compagny Limited

Daqing Road 73 • BENGBU233010 ANHUI • CHINA

Tel. +86.552.4928716

SUBSIDIARIES

www.iscalsugar.com

www.groupesucrier.be

FINASUCRE saAvenue Hermann-Debroux 40-42 • 1160 BRUSSELS - BELGIUM

Tel. +32 (0)2 661.19.11 • Fax +32 (0)2 672.02.22www.finasucre.com

GALACTIC saPlace d’Escanaffles 237760 ESCANAFFLES

Tél +32 (0)69 45.49.21Fax +32 (0)69 45.49.26

www.lactic.com

COMPAGNIE SUCRIÈRE scarlBP 10 • KWILU-NGONGO

DEMOCRATIC REPUBLIC OF CONGOContact in Belgium :

Tel. +32 (0)2 661.19.11Fax +32 (0)2 661.19.21

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Documents

impression : 00 32 (0) 56 481 400€¦ · Review of the financial year 2003/2004 and outlook for 2004/2005 The global and regional environment in which the company is active weakened