shannonfoynespc

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COMPANIES ,N O^G U^ CHLASU CUiO ACH W B1 Submission Number: 6745719

B1 - Annual Return - 332414Company detailsDate return made up to 30 Septemb er 2009If the return is mad e up to a date Yesearlier than the existing ARD, do youwish to retain the an niversary of theexisting ARD for next year?

Company detailsCompany numberCompany nameRegistered Office

332414Shannon F oynes Port Comp anyHarbour Office, Foynes, Co.Lim erick, Ireland

Financial year fromFinan cial year to

1 January 200831 December 2008

Secretary detailsSecretaryType of entityIndividual detailsSurnameForenameAddress

Individual Resident within E E A

LynchFrankE lsinore, Clanm aurice Avenu e,Lim erick, Ireland

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DirectorsDirectorsMichael Adams ( 1 )1 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress

Other Directorships1Company numberCompany nameRegistered in


AdamsMichaelIRELAND14 February 1941Company D irectorEastwood, Glin, Co. Limerick, IrelandEE A resident

51183Adams Garage LimitedIreland

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John Carr ( 2 )2 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress



CarrJohnIRELAND22 N ovem ber 1957Company D irector3 Riverslea, Ballyclough, Co.Lim erick, IrelandEE A resident

37342Irish Express Cargo LimitedIreland

Edmund Jennings ( 3 )3 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress

Other Directorships1Company numberCompany nameRegistered in2


JenningsEdmundIRELAND2 January 1965Company D irectorOld Parochial H ouse, Tulla, Co. ClareEE A resident

211317Clare Villas Managem ent CompanyLimitedIreland

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/ " / V S j&G gH jAjiO ^ OFFKIB1 Submission Number: 6745719

Company numberCompany nameRegistered in3Company numberCompany nameRegistered in4Company numberCompany nameRegistered in5Company numberCompany nameRegistered in6Company numberCompany nameRegistered in7Company numberCompany nameRegistered in8Company numberCompany nameRegistered in9Company numberCompany nameRegistered in10Company numberCompany nameRegistered in11Company numberCompany nameRegistered in

324319Connect R esource LimitedIreland

Cregg Labour Solutions LimitedIreland

201717Cregg Outsourcing LimitedIreland

425167Drumm in Village ConstructionLimitedIreland

428815Drummin Village ManagementLimitedIreland

387946Partners in Logistics LimitedIreland244355Shannon & D istrict Cham ber ofCommerceIreland427926Synergy Capital LimitedIreland

442383Synergy Construction LimitedIreland

429123The Synergy Aplha Fund LimitedIreland Page 4 of 15


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/ " / V S j&G gH jAjiO ^ OFFKIV ^ l an o^iTu^'aiIKocOiB^AoTrA? ^ B1 Submission Number: 6745719

12Company numberCompany nameRegistered in13Company numberCompany nameRegistered in

Kay McGuiness ( 4 )4 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress

Other Directorships1Company numberCompany nameRegistered in2Company numberCompany nameRegistered in3Company numberCompany nameRegistered in

405906Wbp Construction LimitedIreland

383793Western Business Park (Shann on)Management Company LtdIreland


McGuinessKayIRELAND21 May 1947DirectorD errycastle, Ballina, Killaloe,Co. C lare, IrelandEE A resident

106105Killoran H ouse ManagementCompany LimitedIreland

Limerick Lodis Limited

Southern Advertising Limited

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COMPANIES ,N O^G U^ CHLASU CUiO ACH W B1 Submission Num ber: 6745719

Rita Mclnerney (5 )5 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress



MclnerneyRitaIRELAND5 August 1975Company D irectorMountrivers, Doonbeg, Co. ClareEE A resident

Doonbeg Developm ent Co. LtdIreland

David Naughton ( 6 )6 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress

Other Directorships1Company numberCompany nameRegistered in2Company numberCompany name


NaughtonDavidIRELAND27 January 1952Company D irectorBallysteen, Askeaton, Co. LimerickEE A resident

BiogreenIreland

GUM Group Page 6 of 15


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Registered in

Richard Sadlier ( 7 )7 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress

Pat Keane ( 8 )8 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress

Other Directorships1Company numberCompany nameRegistered in2Company numberCompany nameRegistered in3

Ireland


SadlierRichardIRELAND2 August 1950Company D irector14 Milltown Manor,Monaleen, Co. Limerick, IrelandEE A resident


KeanePatIRELAND30 August 1948BuilderCircular Road, Kilkee, Co. Clare,IrelandEE A resident

266515Eiri Corca Baiscinn LimitedIreland

Kilkee Development AssociationIreland

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Company numberCompany nameRegistered in4Company numberCompany nameRegistered in

Kieran OvHanlon ( 9 )9 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress

Other Directorships1Company numberCompany nameRegistered in2Company numberCompany nameRegistered in3Company numberCompany nameRegistered in

352068Kilkee H ousing AssociationIreland

206813Kilkee WaterworldIreland


(XH anlonKieranIRELAND4 June 1952SupervisorRhebogue, Du blin Road, Limerick,IrelandEE A resident

361818Limerick City Local SportsPartnership LimitedIreland

262362Shannon E stuary Ports CompanyIreland

45078Limerick Cargo H andling L td.Ireland

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Gerard Reidy ( 1 0 )10 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress


ReidyGerardIRELAND10 June 1952Crane D riverKilteery, L ogh ill, Co. Limerick,IrelandEE A resident

Joe Treacy ( 1 1 )11 DirectorType of entityIndividual detailsSurnameForenameCountry of nationalityDate of birthBusiness occupationAddress


TreacyJoeIRELAND29 May 1966Dredger E ngineerGlengar, Doon, Co. Limerick, IrelandEE A resident

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COMPANIES ^G S'SATlO * OFFICE, | - fN OIRG UM CHLASU G MACH TA: W B1 Submission Number: 6745719

List of past and present membersList of past and present m embersTotal num ber shares held 17749900Fintan O'Brien ( 1 )

1 ShareholderSurname / Company N ameForename (if person)Address

Folio numberShareholding1N umbers heldShare Class

Fintan O'BrienDepartment of Transport,Transport H ouse, Kilda re Street,Du blin 2

1Ordinary

John Lumsden ( 2 )2 ShareholderSurname / Company N ameForename (if person)Address


John LumsdenDepartment of Transport,Transport H ouse, Kilda re Street,Du blin 25

1Ordinary

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AN O^G USf CHLASU CUiiSACH ?"A W B1 Submission Number: 6745719

Minister for Comm, Marine and Natural Resources ( 3 )3 ShareholderSurname / Company N ameForename (if person)AddressFolio numberShareholding1N umbers heldShare Class

Minister for Comm , Marine andN atural ResourcesLeeson Lane, Dublin 2, Ireland3

17749897.000000Ordinary

Minister for Finance ( 4 )4 ShareholderSurname / Company NameForename (if person)Address


Minister for FinanceGovernment Buildings,Upper M erion Street, Du blin 2,Ireland4

1Ordinary

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Authorised Share CapitalAuthorised Share Capitalt1Currency EURTotal 39375000M ade u p as follows:-i1Currency EURClass OrdinaryNumber of Shares 31500000N ominal value per share 1.250000Issued Share CapitalIssued Share Capital1Currency EURTotal 22187375M ade u p as follows:Paid up on shares issued for cash 8129233.750000Considered paid on other shares 14058141.25000 0Total calls unp aid (E) 0.000000Total not yet paid (F) 0.000000Total standing to credit of Capital 0.000000Conversion Reserve FundShares issuedConsideration - all cashTotal Number of shares issued - (A) 6503387Totals1Currency EURTotal amount paid (C) 8129233.75M ade u p as follows:

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/ " / V S COMPANIB RSGiSTRATlCSs CmCE

CurrencyClassNumber of SharesTotal nominal valueTotal premium paidTotal amount paidConsideration - not all cashTotal Number of shares issued -(B )Totals

EUROrdinary65033878129233.7500000.0000008129233.750000

11246513

Currency EURTotal amount considered paid (D) 14058141.25M ade up as follows:CurrencyClassNumber of SharesTotal nominal valueTotal premium paidTotal am ount paid

EUROrdinary1124651314058141.2500000.00000014058141.250000

TotalsTotalsTotal number of shares issued (A) + 17749900(B )Totals

Currency EURTotal paid and unpaid and considered 22187375paid (C) + (D ) + (E ) + (F )

B1 Submission Number: 6745719

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Particulars of persons verifying the contents of the formType of Sign ature Sign ature as AgentType of entity Unknown

Electronic Filing AgentCompany name Grant ThorntonType of entity Unknown

Individual detailsSurnam e Glee sonForename Damian

Particulars of the presenterReferenceReference N umber

Presenter detailsType of entityNameAddress

Care Of NameE-mail addressTelephone numberFax number

AttachmentsAttachments

Balance sheet S128 Companies Act 1963 [CA 63]; S7 and S18Comp anies (Amend ment) Act 1986 [CAA 86]

Profit and Loss Account S7 and S18 C AA 86

UnknownGrant ThorntonM ill H ouse, Henry Street, Lim erick,IrelandDam ian [email protected] 314622

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mailto:[email protected]:[email protected]


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N otes to the Accounts Schedule of CAA 86

Directors Report S.128 CA 63; S.7 and S.18 CAA 86

Auditors Report S.128 CA 63; S.7 and S.18 CA 86

O verall Certification

Legal referencesCollective Citation:Companies Acts, 1963 to 2006

Legal Function Performed:Annual Return to the registrar of companiesSection:Act: Companies Act, 1963Section: 125, 127, 128Act: Companies (Ammendment) Act 1986Section: 7Act: Electoral Act 1997Section: 26Act: Companies (Ammendment)(No. 2) Act 1999Section: 43 and 44Act: Companies Act, 1990Section: 249A

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S) AN D I T S SU B S I D I AR Y U N D IAN N U AL R E P O R T AN D C O N SO L ID AT E D F IN A N C IAL ST AT E M E N T S

YEAR E N DE D 31 DE CEMBE R 2008

Certified to be a true cop y of the Balance Sheet, Profit an d L oss Accoun t, D irectors' Rep ortand In depen dent Auditors' Report laid before the Annu al General Meeting.

Signed: Director

Secretary


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SH AN N O N F O YN E S P O R T C O M PAN Y(A comp any lim ited by shares)and its subsidiary undertakingsAnnual Rep ort and C onsolidatedFinancial Statemen tsYear E nded 31 Decem ber 2008


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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P AN Y L I M I T E D B Y SH AR E S ) A N D I T S SU B S I D I A R Y U N D E R T A KI N G S

Annual Report and Financial Statements 2008

Table of Contents PageD irectors' and O ther Information 2D irectors' Report 3-5Chairpersons' Statement 6-8Corporate G overnance Report 9-10Business and O perating Review 11-13Independent Auditors' Report 14-15Accounting Policies 16-17Consolidated Profit & Loss Account 18Consolidated Statement of Total Recognised G ains & Losses 19Consolidated Balance Sheet 20Company Balance Sheet 21Consolidated Cashflow Statement 22-23N otes to the Financial Statements 24-36

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SH AN N O N F O YN E S P O R T C O M P A N Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B S I D I AR Y U N D E R T A KI N G S

Directors and Other InformationBoard SolicitorsK. McGuinncss - ChairpersonM. AdamsJ. CanE. JenningsP. KeaneR. MclnerneyD. NaughtonK. O 'HanlonG. ReidyD. SadlierJ. TreacySecretary and Registered OfficeF. LynchHarbour OfficcFoynesCo limerickRegistered Number. 332414

Ind ependent AuditorsGrant ITiorntonChartered Accountants & Registered AuditorsMill HouseHenry Streetlimcrick

Harrison O'Dowd98 Henry StreetlimerickHolmes O'Malley SextonBishop sgateHenry StreetlimerickA&L GoodbodyIFSCNorth Mall QuayDublin 1

BankersAllied Irish Bank PicMain StreetFoynes, Co. limerickBank of Ireland125 O'Connell StreetlimcrickActuariesInvesco limited4 South BankCrosses G reenCorkManagement

P. Keating Interim Chief ExecutiveM. Morrissey Com mercial ManagerF. Lynch Adm inistration ManagerA. Coghlan Harbour MasterJ. Carlton Engineering and Port Services ManagerE. Stanley Financial Accountant

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SH AN N O N F O YN E S P O R T C O M P A N Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) A N D I T S S U B SI D I A R Y U N D E R T A KI N G S

D I R E C T O R S' R E P O R TThe Directors have pleasure in submitting their Annual Report to the Shareholders together with the AuditedCon solidated Financial Statements for the year ended 31 D ecember 2008.D irectors' Resp onsibilities for Finan cial Statem entsIrish Company Law requires the D irectors to prepare Financial Statemen ts for each financial year which give atrue and fair view of the state of affairs of the company and the group and of the profit or loss of the companyand the group for that period. In preparing those financial statements, the directors are required to:

Select suitable account ing policies and then apply them consistently Make judgements and estimates that axe reasonab le and prudent Prepare the financial statements on the going concern basis unless it is inappropriate to presum e thatthe company and the group will continue in business

Th e directors are responsible for keeping proper b ooks of account which disclose with reasonable accuracy atany time the financial position of the company and the group and to enable them to ensure that the financialstatements are prepared in accordance with accounting standards generally accepted in Ireland and comply withthe Irish Companies Acts, 1963-2006, and the European Comm unities (Companies: G roup Accounts)Regulations, 1992. They are also responsible for safeguarding the assets of the company and the group andhence for taking reasonable steps for the prevention and detection of fraud and other irregularities.Books of AccountThe measures taken by the directors to secure compliance with the company's and the group's obligations tokeep proper bo oks of account are the use of appropriate systems and procedures and the employment o fcompetent persons. The books of account are kept at Mill House, Foynes, Co Limerick.Corporate GovernanceTh e company is comm itted to the Code of Practice for th e governance o f state bodies. It has appointedinternal auditors as part of this process. A separate report on corpo rate governance is set out in pages 9-10.Prom pt Paymen t of Accounts Act, 1997It is the policy of the company and the group to comply in all material respects with the terms of the PromptPayment of Accounts Act, 1997.Prin cipa l ActivitiesThe business purpose o f the group is to facilitate the flow of goods and attendant tracking informationthroughout the Shannon Estuary. With this purpose in mind, the group provides the infrastructure, facilities,services and accomm odation necessary to cater for the efficient transfer of goods between land and seatransport. Revenue in connection with the provision of these facilities is generated from vessel and goods dues,stevedoring, ren t and the ancillary services pro vided.Review of the BusinessA detailed review o f the group's operations is set out on pages 11 - 13.

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S) AN D I T S SU B SI D I A R Y U N D E R T A KI N G SD I R E CT O R S' RE P O R T (C O N T I N U E D )

Di rec tor s and Secre tary ' s In teres t sITic directors and secretary have no bcncfidaJ interests, including family interests, in the share capital of thecompany or its subsidiary companies at 31 December 2007 and 31 D ecember 2008.R e s e a rc h a n d D e v e lo p m e n tThe group is committed to Research and Developm ent to the benefit of the customer and the environment.Subsidiar iesThe information required by Section 158(4) of the Comp anies Act 1963 is provided in n ote 10 to the financialstatements.AuditorsGrant Thornton were re-appointed as auditors during the year and will continue in office in accordance withSection 160(2) of the Companies Act, 1963.Approval of F in an cia l S ta t eme nt s'Ilie financial statements were approved by the directors o n.. .v.?" .. .P... .

O n beh a lf of t he B oa r d

D irec tor ^ V ^

Di rec tor

Date : - -

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B SI D I A R Y U N D E R T A KI N G SC H AIR P E R SO N S' ST AT E M E N T

I am pleased to present the annual report for Shannon Foynes Port Company.

ActivitiesShannon Foynes Port Company maintained its position as Ireland's second largest port company in terms oftonnage throughput. Cargo throughput of 10.8 million tonnes was down by 2.5% on the previous year;however, th is still represented an excellent performance despite the global econ om ic difficulties which affectedperformance in the latter part of the year. The o perating profit before exceptional items, interest and o therfinancing costs was 2.095 million which was up by 8% on 2007. After the above costs, the Comp any had aprofit attributable to the Shareholder of appro ximately 0.939 m illion .Noteworthy achievements in 2008 included:

An increased operating margin from 15.4% in 2007 to 19.3%. Increase in market share of 4%. Th e finalising of a Strategic Plan for the period 2009 2013 and presenting same to the Departmentsof Transport and Finance. Promotion of substantial new business propositions at Foynes and the Lower Shannon Estuary. Increased integration of staff at different locations on the estuary.

Corporate GovernanceShannon Foynes Port Com pany saw in 2008, a number of D irectors retire, the appointment o f new D irectorsincluding a new Chairperson and the reappointment of two directors. 'Lhe changes to the Board o f D irectorsduring the period und er review were as follows: Ms. Kay McG uinness, appointed as Chairperson , Ms. Rita Mclnerney and Mr. Edm und Jennings reappo inted as Directors Mr. Michael Adam s, Mr. John Carr and Mr. Dick Sadlier were newly appointed to the Board.These changes came into effect on the 25th September 2008.Shannon Foynes Port Company is committed to the Code ofpractice or the governance of State bodies. A complianreview was undertaken in early 2008 on the company's compliance with Code of practice for the governance of S t atebodies where areas for improvem ent were identified. Significant steps have been taken during 2008 towardsensuring that the Company is compliant with the Code and Shannon Foynes Port Company is committed tobeing fully compliant within the immediate future.Th e Board aims, through executive m anagement, to operate a system of internal financial con trols whichmitigate against key financial and business risks and is also in compliance with the corporate governanceguidelines. The system of controls was monitored on behalf of the Board by the Audit Committee, under thechairmanship of Mr. D avid N aughton up to D ecember 2008. The Board reviewed its committees in D ecember2009 and appointed Mr. Dick Sadlier as Chairperson of a newly appointed Audit Committee.The Boards monitoring and review of the effectiveness of the system of internal financial control is informedby the work of the management within Shannon Foynes Port Com pany who develop and maintain the financialcont rol framework, through its IS09000 quality assurance standard; the internal auditor, the Audit Committeewhich oversees the work of Internal Audit and com ments made by the E xternal Auditor in their m anagementletter.

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B S ID I A R Y U N D E R T A KI N G SC H A I R P E R S O N S ' S T A T E M E N T

Shannon Foynes Port Company has outsourced its Internal Audit function. Th e work of internal audit isinformed by analysis of the risk to which the com pany is exposed, and the 2007/ 2008 annual internal audit planwas based on th is analysis and was agreed by the Board in 2007. Th e Internal Audit Service provider operatesin accordance with the F ramework Co des of Best Practice set out in the Code of Practice on the G overnanceof State Bodies and reports direcdy to the Audit Comm ittee. The Internal Auditor reports to and presents itswork to the Audit Com mittee. The Internal Audit reports presented to the Audit Comm ittee reflects theInternal Auditor's op inion on th e adequacy of the controls that have been reviewed. Th e 2008/ 2009 InternalAudit Plan was approved by the Audit Com mittee of Shannon Foynes Port Com pany.All systems are also subject to external audit. Based on these systems and procedures being in place, I confirmthat the Company conforms to the Corporate G overnance G uidelines and to the Codes of Conduct issued bythe D epartmentCapital InvestmentCapital additions d uring 2008 were 3.0 million . The m ost significant expend iture (2.3 m illion ) related to the"Shannon 1" as a multipurpose vessel which now undertakes necessary dredging throughout the Estuary as wellas servicing navigation aids. Further funds of 0.437 million have been com mitted to the purchase of a newhopper.RemunerationShannon Foynes P ort Company com plies with the G overnment G uidelines on the payment of D irectors' feesand on the Government policy on the pay of the Interim Chief Executive and all State Body employees.Statutory ComplianceTo the best of my knowledge and b elief all the statutory requirements of the Comp any have been compliedwith.Developm ents since year-endTh e Social Welfare (Miscellaneous Provisions) Act 2008 was enacted o n 17 December 2008. Section 24 of thatAct p rovides that the Pensions Board m ay allow a longer period for a funding proposal than three years. It isenvisaged that th e Trues tee's of the relevant Shannon Foynes Port Com pany pension schemes will avail of th isamendment to the Pensions Act 1990.

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L IM I T E D B Y SH AR E S ) AN D I T S SU B S I D I AR Y U N D E R T A KI N G SC H AI R P E R SO N S' ST AT E M E N T

T he futureTh e Com pany intends to invest 1.9 million infixed assets in 2009.I wish to thank m y fellow D irectors for their continuing work on behalf of the company throughout the year. Iwelcome Mr. Michael Adams, Mr. Joh n Carr and Mr. D ick Sadlier as new m embers of the Board and Mr.Edmund Jennings and Ms. Rita Mclncrney who have been reappointed. I acknowledge with thanks the workdone by former memb ers who are no longer D irectors. O n behalf of the Board I would also like to thank themanagement and staff for their efforts and co-operation during 2008 in supporting the direction being providedby the Board.

Kay M cGuinnessChairpersonShannon Foynes Port Company

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SH AN N O N F O YN E S P O R T C O M P A N Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B S I D I AR Y U N D E R T A KI N G SC O R P O R AT E G O V E R N A N C E R E P O R T

Responsibility for System of Internal Financial ControlOn behalf of the Board of D irectors of Shannon Foynes Port Company, I acknowledge o ur responsibility forensuring that an effective system of internalfinancial control is maintained and o perated.Th e system can only provide reasonable and not absolute assurance that the assets are safeguarded, transactionsauthorised and properly recorded, and that material errors or irregularities are either prevented or would bedetected in a timely period.Key Control ProceduresD uring the year ended 31 D ecember 2008, the Board of D irectors has taken steps to ensure an approp riatecontrol environment is in place by. Clearly defining management respo nsibilities; Establishing formal procedures for m onitoring the activities and safeguarding the assets of the organisation; Having a com prehensive budgeting system with an annual budget which is reviewed by the AuditComm ittee and approved by the Board; Providing Training to new and existing m embers of the Board of D irectors on their role andresponsibilities; The Audit Comm ittee und ertaking their role and responsibilities during the period under review; Performance of a review of Corpo rate Governance within the Co mpany; Establishing processes to identify and evaluate key business risks by:

o Identifying the nature of the key business risks facing the organisation;o Evaluating the impact and likelihood of the gross risks m aterialising;o Identifying the controls in place to mitigate the gross risks;o Re-evaluating the risks taking into account th e contro ls in place to identify if the inherent risk is at anacceptable / manageable level;o Identifying a risk owner for each Business Risk ident ified;o Identifying further strategies where required to manage the key risks;o Regular review and update of Business Risks process Con tinued certification of the ISO 9000 Quality Assurance Standard; Shannon Foynes Port Company has outsourced its Internal Audit function. The work of internal audit isinformed by analysis of the risk to which the company is exposed, and annual internal audit plans are basedon this analysis. The Internal Audit programme for 2007/ 2008 was agreed by the Board. The InternalAudit Service provider operates in accordance with the F ramework Co des of Best P ractice set out in theCode of P ractice on the G overnance of State Bodies and repo rts directly to the Audit Comm ittee. TheInternal Auditor reports to and presents its work to the Audit Com mittee. The Internal Audit reportspresented to the Audit Com mittee reflects the Internal Auditor's op inion on the adequacy of the controlsthat have been reviewed.

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SH AN N O N F O YN E S P O R T C O M P AN Y( A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B SI D I A R Y U N D E R T A KI N G S

C O R P O R AT E G O VE R N AN C E R E P O R T

The Bo ards m onitoring and review o f the effectiveness of th e system of internal financial control is informedby the work o f th e management within Shannon Foynes Port Company who develop and maintain the financialcontrol framework, the internal auditor, the Audit Comm ittee which oversees the work of Internal Audit andcomm ents made by the External Auditor in their management letter.In the year ended 31 D ecember 2008, management have conducted a review of the effectiveness of the systemof internal financial controls. In addition, Internal Audit conducted a follow-up of the issues that wereidentified from their review of the Internal Financial Control in 2007.

Kay McGuinnessChairperson

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S) AN D I T S SU B S I D I AR Y U N D E R T A KI N G SB U SI N E SS AN D O P E R AT I N G R E V IE W

2008 Op erating ReviewThe year ended 31 D ecember 2008 marked a mo st definite turn ing po int, unfortunately, for the worst, in m anysectors of the Irish economy with our econom ic destiny determined by global events and exacerbated at homeby the property bub ble. With n o ending in sight to the credit crunch and its consequence of cutting thelifeblood of available credit from the economy that ultimately has led to the greatest lack of confidence sincethe 1930's it is no surprise that the malaise has spread to almost all sectors of the economy. The port sector inturn, one of the key p illars for international trade, is at the coalface of the econom y and its performance isclosely correlated with econo mic performance. It is therefore against this econom ic backdrop that ourperformance is gauged and I am satisfied to report that in the circumstan ces SFPC recorded a very solidperformance during 2008.Tonnage throughput for 2008 was 10.8m tons (2007:11.1m) or a year on year decline of 2.3%. Given theprevailing econom ic con ditions referred to above there were substantial fall off in trades in some sectors, suchas the construction, where we experienced a 100% decline in cement p roducts followed closely by timber andsteel with up to 60% declines. Th ese declines, however, were mitigated by the robust performance experiencedin the more defensive sectors such as energy and food production and together with our lack of exposure tothe white goods sectors the Company actually increased its overall market share in the bulk market by 4%.Year on year turnover d eclined by 14% but this decline was less to do with the fall in th roughputs but rather onour decision during 2007 to exit non-contributing incom e streams. O perating p rofit increased to 2.1m o r an8% increase over 2007 reflecting the concen tration by management on the maximisation of revenue streams,optimising returns on real estate, active cost control and new operating policies implemented over the past fewyears. This level of operating profit represents the highest ever achieved by the Company and I am grateful toall of the employees of the company for the co-operation , teamwork and dedication they have displayed duringthe year in achieving same. Furthermore our op erating margin, a measurement of our efficiency, has increasedyear on year by a whopping 25% , again reflecting the success of work practice changes implemented previously.After three years of bottom line losses the com pany has returned to p rofitability recording a bottom linesurplus of 939k (2007: (1,274k)) benefiting from rationalisation costs incurred previously and lowerexceptional costs. Finance costs have increased by 25% year on year but this reflects our com mitmen t toprovide best in class infrastructure to facilitate existing custo mers and win new business. Ob viously the currentround of rate cutting by the E CB is gready welcom ed and will impact favourably on 2009 but will be diluted byour policy of fixing rates for a significant portion of debt Finally and in common with all employers withdefined benefit pension schem es, pension performance has been h orrendous due to the collapse of global stockmarkets. O n average, Irish p ension funds have lost 34% of their value in 2008, our assets performed better thanaverage but assets values did fall by 21% or circa 2m during 2008. Our superior performance hinged on assetallocation rather than investment manger performance. H owever the reduction of the pension deficits requiresaddress over the longer term and in this regard we intend utilising non-core assets to service these deficitswithout recourse to the exchequer, ho wever, and in the interest of shareho lder value, we will require extensionto the n ormal funding term. In th e meantime we are confident that we will continue to meet all short and longterm pension obligations as they fall due.

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S) AN D I T S SU B SI D I A R Y U N D E R T A KI N G SB U SI N E SS AN D O P E R A T I N G R E V IE W

Capital Expen ditureTh e Com pany spent circa 3m on upgrading its asset base in 2008. Just over 2m of this was on the Shannon 1,a custom built multipurpose vessel with dredge and to wage capabilities. We took delivery of Shannon 1 in Aprilof this year and she has already contributed significandy to reducing o ur dredge costs but more importandy hasallowed us the ability of maintaining advertised dep ths and so far obviated the need for the imposition of draftlimitations. She also affords us revenue generating op portunities some of which we have already realised andoth ers that will be explored during 2009. A significant portion of the remaining 2008 capital expenditure wasincurred on extinguishing a leasehold interest in Limerick affording us much m ore control of that part of ourproperty and enhancing tide. With regard to 2009, and giving the long lead times for delivery of portinfrastructure, we aim to continue investing in infrastructure and have planned for expenditure of circa 2m inprimarily land based p ort infrastructure.Liquidity & D ebtSome of the other comm ercial port companies have benefited substant ially in the past from grant financinghowever SFPC has not be so fortuitous and in th is regard has had to revert to more expensive debt funding.Currendy, SFPC has just over 17m debt on board and with gearing of 67% we believe this to be consistent withour need to re-invest in the business and develop infrastructure enabling us to promo te the Shannon Estuary asIreland's premier maritime asset. Ob viously cash flow is paramo unt in these straitened times and our liquidityposition and cashflow generated from operations are much stronger than heretofore. N otwithstanding theaforementioned there is a real need for us to co ntinue to identify and implement initiatives conducive toincreasing cashflow with regard to ongoing o perations and the funding of port investmentYears AheadITie Board has recendy finalised ourfive year plan 2009-2013 and we look forward to imp lementing same inthe coming years. There are many challenging targets set and opportunities identified within the plan, includinginfrastructural developm ent, p romo tional initiatives and increased trade prospects. Furthermore th is Com panyis well positioned in terms of its experience, technical expertise,flexible and efficient service offerings todevelop its business and despite the current econom ic gloom we see a very successful future for the com panyin the medium to long term.Obviously the current economic crisis poses challenges but as already mentioned many of our customers are inthe energy, utilities or food sectors, universally seen as defensive sectors and n ot as pro ne to a fall off indemand d uring a recession as the FMCG sectors. We arc currendy forecasting similar volumes to 2008 levelshowever in the current climate accurately forecasting just one month ahead can prove a futile exercise.Some of the larger private investment p rojects have moved a considerable way toward realisation during theyear with Shannon LN G receiving all statutory consen ts and th e AFSC new oil terminal at Foynes well underway with construction and com missioning due to comp lete next year. These are very exciting projects for usand emphasize out strengths and capabilities in serving large scale customers in the bulk liquid market

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) A N D I T S SU B SI D I A R Y U N D E R T A KI N G SBUSIN ESS AN D O PE RATIN G RE VIEW

AcknowledgmentsI would like to sincerely thank all our employees for their hard work and dedication during the year with theircontribution being very much appreciated.I wish to thank the D irectors for their guidance and assistance to me and th e management team during theyear. 1 also extend m y gratitude and appreciation to the staff in the Marine Transport Section of theD epartment o f T ransport for their assistance during th e year.Finally I would like to thank our custom ers for their support during the year and look forward to theircontinued support ahead.

Pat KeatingInterim Chief Executive

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I N D E P E N D E N T AU D I T O R S' R E P O R TT O T H E M E M B E R S O F SH AN N O N F O YN E S P O R T C O M P AN Y(A COMPANY LIMIT ED BY SH ARES) AN D ITS SUBSIDIARY UN DE RTAKIN GSWc have audited the financial statements o f Shannon Foynes Po rt Co Limited for the year ended 31D ecember 2008, which comprise the Con solidated Profit and Loss Account, the Consolidated Statement ofTotal Recognised Gains and Losses, the Company and the Consolidated Balance Sheet, the Consolidated CashFlow Statement and the notes on pages 16 to 36 which have been prepared under the accounting policies setout on pages 16 and 17.Respective responsibilities of Directors and AuditorsAs described in the Statement of Directors' Responsibilities on page 3, the company's directors are responsiblefor the preparation o f the financial statemen ts in accordance with app licable law and G enerally AcceptedAccounting Practice in Ireland including the accounting standards issued by the Accounting Standards Boardand published by the Institute of Chartered Accountants in Ireland.Our responsibility is to audit the financial statements in accordance with relevant legal and regulatoryrequirements and In ternational Standards on Auditing (United Kingdom and Ireland).Th is report is made solely to the com pany's shareholders, as a body, in accordance with Section 193 of theCompanies Act, 1990. Our audit work has been undertaken so that we might state to the company'sshareholders those matters we are required to state to them in an auditors' report and for no o ther purpo se. Tothe fullest extent permitted by law, we do not accept or assume responsibility to anyone o ther than thecompany and the company's shareholders as a body, for o ur audit work, for th is report, or for the opinions wehave formed.We report to you our opinion as to whether the financial statements give a true and fair view, in accordancewith Generally Accepted Accounting Practice in Ireland, and are properly prepared in accordance with theCompanies Acts 1963 to 2006. We also report to you whether in ou r opinion p roper books o f account havebeen kept by the company whether at the balance sheet date there exists a financial situation requiring theconvening of an extraordinary general meeting of the com pany and whether th e information given in theD irectors' Report is consistent with th e financial statements. In addition, wc state whether we have obtained allthe information and explanations necessary for the pu rposes of our audit and whether the company's balancesheet and its profit and loss account are in agreement with th e boo ks of accountWe report to the shareholders if, in our op inion, any information specified by law regarding directors'remuneration and directors' transactions is not given and, where practicable, include such information in ourreport We read the D irectors' Report and consider the imp lications for our report if we become aware of anyapparent misstatement within it We have also read the Chairpersons' Statement, the Corporate GovernanceReport and the Business and O perating Review and we are satisfied that they are consistent with the financialstatements. O ur responsibilities do not extend to any other information.Basis of Audit O pinionWe conducted our audit in accordance with International Standards on Auditing (United Kingdom and Ireland)issued by the Auditing Practices Board. An audit includes examination, on a test basis, of evidence relevant tothe amounts and disclosures in the financial statements. It also includes an assessment of the significantestimates and judgements made by the directors in the preparation of the financial statements, and of whetherthe accounting policies are appropriate to the company's circumstances, consistendy applied and adequatelydisclosed.We planned and performed our audit so as to ob tain all the information and explanations which wc considerednecessary in order to provide us with sufficient evidence to give reasonab le assurance that th e financialstatements are free from material misstatement , wheth er caused by fraud o r other irregularity or error. Informing our opinion we also evaluated the overall adequacy of the presentation of information in the financialstatements.

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I N D E P E N D E N T AU D I T O R S' R E P O R TT O T H E M E M B E R S O F SH AN N O N F O YN E S P O R T C O M P AN Y( A C O M P A N Y L I M I T E D B Y SH AR E S) AN D I T S SU B S I D I AR Y U N D E R T A KI N G S(iC O N T I N U E D )O pi n i onIn our opinion the financial statements give a true and fair view, in accordance with Generally AcceptedAccounting Practice in Ireland, of the state of the Company and of the G roup's affairs as at 31 December 2008and of the profit and cashflows of the group for the year then end ed and have been prop erly prepared inaccordance with the provisions of the Companies Acts 1963 2006 and the European Communities,(Companies G roup Accounts) Regulations 1992.We have ob tained all the information and explanations we consider necessary for the purposes of our audit Inour o pinion, p roper books o f account have been kept by the comp any. Th e financial statements are inagreement with the books of account. In our opinion the information given in the D irectors' Report on p ages 3to 5 is consistent with thefinancialstatements.The net assets of the group as stated in the Balance Sheet, on page 20, are more than half of the amount of itscalled up share capital and in our opinion, on that basis there did not exist at 31 December 2008 a financialsituation which, under Section 40(1) of the Companies (Amendment) Act 1983, would require the convening ofan extraordinary general meeting of the comp any.

Char tered Accountant s & Regi s t ered Audi tor sM i ll H ouseH enry St ree tLimer ick

D a t e : 2 . 7 -

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P AN Y L I M I T E D B Y SH AR E S ) AN D I T S SU B SI D I A R Y U N D E R T A KI N G S

ACCOUNTING POLICIES

'l*hcfinancial statements have been prepared in accordance with accounting standards generally accepted inIreland and Irish Statute com prising the Com panies Acts, 1963 to 2006 and the E uropean Com munities(Companies: G roup Accoun ts) Regulations, 1992. Accounting standards generally accepted in Ireland inpreparingfinancial statements giving a true and fair view are those p ublished by the In stitute of CharteredAccountants in Ireland and issued by the Accounting Standards Board.Th efinancial statements are presented in E uro.a) Accounting ConventionThefinancial statements have been prepared under the h istorical cost convention and in accordancewith applicable accounting standards.b) Basis of Conso lidationThe group financial statements consolidate thefinancial statements of the company and its subsidiaryundertakings.c) GoodwillGoodwill represents the excess of the fair value of the acquisition cost over the fair value of the netassets acquired and is being written off to the profit and loss account over 20 years.d) TurnoverTurnover represents the value o f goods and services at invoiced value, exclusive of value added tax andtrade discounts.e) T ang ible Fixed Assets

The cost of tangiblefixed assets includes direcdy attributable costs, including appropriatecommissioning costs. Tangible fixed assets are stated at cost less accumulated dep reciation.Depreciation is provided at rates which are estimated to write off tangible fixed assets by the end oftheir expected useful lives. It the Company*s po licy not to revaluefixed assets.

Annual RateStraight Line BasisD ocks, Quays and Works 2-10%Buildings 2-50%Plant & Machinery 5-10%Fixture & F ittings and Office Equipment 20-33.33%Motor Vehicles 20%River light s 10%Leased Plant & Equipment 14-25%Leasehold Improvements 10%Land is not depreciated

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S) AN D I T S SU B S ID I A R Y U N D E R T A KI N G S

AC CO U N TI N G PO LI C IES (C O N TI N U E D )

LeasesUnder transactions where the group is a lessee of assets, the accounting policy is dependent upon theclassification of underlying leases as either finance leases or operating leases. Underfinance eases therelated assets are treated asfixed assets and depreciated in accordance with the group's depreciationpolicy. The totalfinance charge under finance leases is allocated to accounting periods o ver the leaseterm so as to produce a constant periodic rate of charge on the remaining balance of the obligation foreach accoun ting p eriod. Charges und er operating leases are charged to the profit and loss account on astraight line basis over the period of the respective leases.Governm ent and E uropean Union GrantsCapital grants received are treated as deferred incom e and credited to th e profit and loss account byinstalmen ts on a basis consistent with the relevant dep reciation policy. Revenue grants are credited tothe profit and loss account to offset the matching expenditure.Research and DevelopmentAll expenditure on research and developm ent is written off as incurred.Dredgingl"he cost of routine or maintenance dredging projects is charged to the pro fit and loss account asincurred. Other dredging expenditure is capitalised and written off over its econom ic life.Deferred TaxationD eferred taxation is provided on all timing differences that have o riginated but no t reversed at thebalance sheet date where transactions or events that result in an obligation to pay more tax in thefuture or a right to pay less tax in the future have occurred at the balance sheet date.Timing differences are temporary differences between profits/ (losses) as computed for tax purposesand profits/ (losses) as stated in thefinancial statements which arise because certain items of incomeand expend iture in thefinancial statements are dealt with in different years for tax purpo ses.D eferred tax is measured at the tax rates that are expected to apply in the years in which the timingdifferences are expected to reverse based on tax rates and laws that have been enacted o r substantivelyenacted by the balance sheet date. Deferred taxation is not discoun ted.PensionsThe parent comp any operates four defined benefit pension schemes. D ue to deficits in all of theschemes the parent company is currently paying pensions ou t of current revenue. No contributionsare being made to the three legacy Shannon Estuary Port Com pany Pension Schemes. Contributionsare being accrued to the legacy Foynes Po rt Company pension scheme.The company provides for the deficits in the schemes in accordance with FRS 17.

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S) AN D I T S SU B S I D I AR Y U N D E R T A KI N G SC O N SO L I D AT E D P R O F I T & L O S S AC C O U N TY ear En ded 31 D ecem ber 2008

N ote 2008 2007 Turnover 1(a) 10,877,368 12,652,393O perational Costs 1(b) (6,170,413) (8,217,517)

Gross Profit 4,706,955 4,434,876Administration Expenses 1(b) (2,582,925) (2,459,852)Amortisation of G oodwill 12 (29,204) (29,204)O perating P rofit 2,094,826 1,945,820Exceptional Items 3 231,021 (2,259,888)Interest Payable and Similar Charges 4 (817,312) (660,761)Interest Receivable and Similar Incom e 1,148 1,351O ther Financing Cost 25(a) (575,000) (520,000)Profit on Sale of Fixed Assets 3,999 219,239Profit/ (Loss) on O rdinary Activities before T axation 5 938,682 (1,274,239)Taxation on Profit/ (Loss) on O rdinary Activities 6 - -

Profit/ (Loss) Attributable to the Shareholder 21 938,682 (1,274,239)

All thefigures relate to continuing operations.There were n o recognised gains or losses other than those dealt with in the profit and loss account.N ote on H istorical Cost LossesThere is no difference between the profit/ (loss) on ordinary activities before taxation and the retained profitfor the year on an h istorical cost basis and the corresponding amoun ts stated above.Approved by the Board of D irectors on^ . I^ Jb f and signed on its behalf by;

Director

Director

The notes on pages 24 36 form part of these audited financial statements.18


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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S) AN D I T S SU B S I D I AR Y U N D E R T A KI N G SC O N SO L I D AT E D ST A T E M E N T O F T O T A L RE C O G N I S E D G AI N S AN D L O SSE S3 1 D E C E M B E R 2 0 08

N ote 2008 2007 Profit/ (Loss) for the year 938,682 (1,274,239)Actuarial return less expected return onPension schem e assets 25(a) (2,628,000) (1,189,000)Experience (losses)/ gains arising on the Pension Schem e'sliab ilities 25(a) (238,000) 198,000Changes in assumptions underlying the present value of theschem es liabilities 25(a) 220,000 1,031,000D eferred Tax related to Actuarial Loss 330,750OTAL RECOGN ISED LOSSES (1,376,568) (1,234,239)



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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B S I D I AR Y U N D E R T A KI N G SC O N SO L ID AT E D B AL AN C E SH E E T31 DE CE MBE R 2008

N o t e 2008 2007 Fixed AssetsTangible Assets 8(a) 51,066,123 50,065,283Financial Assets 9 2,539 2,539Intangible Assets 12 342,834 372,038

51,411,496 50,439,860Current AssetsDebtors 13 2,683,586 4,340,085Cash and Bank Balances 220,720 149,941

2,904,306 4,490,026Creditors (Amounts falling due within one year) 14 (2,994,756) (6,003,154)N et Current (Liabilities) (90,450) (1,513,128)

Total Assets 51,321,046 48,926,732Creditors (amoun ts falling due after more than one year) 15 (15,808,126) (14,045,694)Provision for Liabilities and Charges 25(a) (12,250,875) (9,949,625)Deferred Incom e 18 (6,469,634) (6,762,434)N et Assets 16,792,411 18,168,979

Cap ital and ReservesCalled Up Share Capital 19 22,187,359 22,187,359Capital Injection 20 4,916,921 4,916,921(Loss) Carried Fo rward 21 (10,311,869) (8,935,301)Eq uity Shareholders F und s 22 16,792,411 18,168,979

Approved by the Board of D irectors on .... and signed on its behalf by;

Director

Director

/ V v Y ^Cuyr^J^O



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SH AN N O N F O YN E S P O R T C O M P AN Y( A C O M P AN Y L I M I T E D B Y SH AR E S ) AN D I T S SU B S I D I AR Y U N D E R T A K IN G S

COMPANY BALAN CE SH EE T31 DECEMBER 2008

Fixed AssetsTangible AssetsFinancial Assets

Current AssetsDebtorsCash and Bank Balances

Creditors (Amounts falling due within one year)N et Current (Liabilities)

T otal AssetsCreditors (amounts falling due after m ore than one year)Provision for Liab ilities an d C hargesDeferred IncomeN et AssetsCap ital and ReservesCalled Up Share CapitalCapital Injection(Loss) Carried ForwardE quity Shareholders F und s

N o t e

8(b)9

13

14

2008

51,027,9811,070,14252,098,1232,560,42726,5432,586,970

(2,978,609)(391,639)

Approved by the Board of Directors on . . . a i f i M . . and signed on its behalf by;

D irector H ^ T ^ ^ ^ M K ^

2007

50,004,9121,070,14251,075,0544,099,43025,4264,124,856

(5,938,744)(1,813,888)

51,706,484 49,261,16615 (15,808,126) (14,044,628)

25(a) (12,250,875) (9,949,625)18 (6,469,634) (6,762,434)

17,177,849 18,504,47919 22,187,359 22,187,35920 5,457,046 5,457,046(10,466,556) (9,139,926)

17,177,849 18,504,479

D i r ec t o r

The notes on pages 24 36 form part of these audited financial statements21


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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B S I D I AR Y U N D E R T A KI N G SC O N SO L I D A T E D C ASH F L O W ST A T E M E N T3 1 D E C E M B E R 2 0 0 8

N ote 2008

2007N et Cash Inflow from O perating Activities A 1,842,305 664,447

Returns on Investmen ts and Servicing of Finance B (800,606) (653,073)Taxation - -Capital E xpenditure and Financial Investmen t C (1,757,496) (2,494,843)Financing D 1,659,646 2,019,399Increase/ (Decrease) in Cash In Period 943,849 (464,070)

R EC O N C ILI ATI O N O F N ET C ASH FLO W TO M O V EM EN T I NN E T ( D E BT ) 2008

2007fIncrease/ (Decrease) in Cash in the periodMedium and Long Term LoansLease Finance received net of Capital Elements paid

943,849(1,796,530)136,883(715,798)

(464,070)(2,237,634)218,235(2,483,469)

AN ALYSIS OF CLOSIN G N ET (DEBT)AT 31 DE CEMBE R Opening Net(debt) at31 December2007CashFlow

Closing Net(debt) at31 December2008Cash and bank balancesO verdrafts and loans 149,940(2,660,825) 70,780873,068 220,720(1,787,757)D ebt falling due within one yearD ebt falling due after one yearFinance leases

(2,510,885)(13,973,415)(206,833)943,848(1,796,529)136,883

(1,567,037)(15,769,944)(69,950)(16,691,133) (715,798) (17,406,931)



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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) A N D I T S SU B S I D I AR Y U N D E R T A KI N G SC O N SO L I D AT E D C ASH F L O W ST AT E M E N T31 DE CE MBE R 2008

Reconciliation of O perating Profit to N et Cash Inflow fromO perating ActivitiesOperating ProfitDepreciation ChargesAmortisation of GoodwillG rant AmortisationDecrease in Debtors(Decrease) in CreditorsExceptional Items(Decrease) in p rovision for Liabilities and ChargesNet Cash Inflow from Operating Activities

20082,094,8261,970,56429,204(292,800)446,593(2,048,103)231,021(589,000)1,842,305

20071,945,8201,846,29729,204(292,800)1,318,144(1,290,955)(2,259,888)(631,375)664.447

B Returns on Investment and Service of Finance

Interest PaidInterest Received

2008(801,754)1,148

2007(654,499)1.426(800,606) (653,073)

Capital E xpenditure and F inancial Investm ent 2008 2007 Payments to Acquire Tangible Fixed Assets (1,763,996) (2,847,988)Sale of Tan gible Fixed Assets 6,500 353,145

(1,757,496) (2,494,843)

D Financing 2008 2007 Medium and Long Term Loans 1,796,529 2,237,634Lease Finance Paid N et of Capital E lements Paid (136,883) (218,235)1,659,646 2,019,399

The notes on pages 24 36 form part of these audited financial statements.

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) A N D I T S SU B S I D I AR Y U N D E R T A KI N G SN O T E S T O T H E F I N AN C IAL ST AT E M E N T S

Analysis of Tu rnover and O perational Adm inistration E xpenses(a) TurnoverShip and Cargo DuesStevedoringO ther Operating Income

(b) O perational and Administration E xpensesO perating and MaintenanceDredgingDepreciationG rant Amo rtisationTotal Operational CostsAdministration and Other

20086,108,0291,426,8323,342,507

2008(4,384,742)(162,157)(1,916,314)292,800

20076,151,6711,797,4464,703,276

10,877,368 12,652,3932007(6,492,265)(221,557)(1,796,495)292,800

(6,170,413) (8,217,517)(2,582,925) (2,459,852)

2 E m ployment Inform ation 2008 2007The Group Costs incurred in respect of Employees were: Wages and Salaries 2,956,553 3,010,131Social Welfare Costs 284,226 325,266Pension Costs 506,950 483,0123,747,729 3,818,409

The average numb er of staff employed by the company during thefinancial year amounted to: 2008 2007N um ber N um berO perational 37 39Adm inistration 11 1148 50

24


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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S) AN D I T S SU B S I D I A R Y U N D E R T A KI N G SN O T E S T O T H E F I N AN C IAL ST AT E M E N T S (C O N T I N U E D )

E xceptional Items 2008 2007 Legal pro visions and rationalisation (231,021) 2,259,888The release of the exceptional items to the profit and loss account duringthe year is as a result of over provisions in previous years.

Interest Payable and Similar ChargesOn Bank Borrowings:- interest payable on bank loans and overdrafts who lly repayableafter five years- interest payable on other loans wholly repayable after five years- on finance ease agreements

2008786,91721,775

8,620

2007619,68423,918

17,159817,312 660,761

Profit on O rdinary Activities Before T axationProfit on O rdinary Activities is stated after charging/ (crediting):Directors Remuneration for Management Services:SalaryPension

2008 2007123,37630,844

Directors Remuneration for Services as D irectors 87,243 91,731Auditors Rem uneration 21,000 21,000Depreciation 1,970,564 1,846,297Amortisation of Intangible Fixed Assets 29,204 29,204Amo rtisation of Capital G rants (292,800) (292,800)

25


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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B SI D I A R Y U N D E R T AK I N G SN O T E S T O T H E F I N AN C IAL ST AT E M E N T S ( CO N T I N U E D )

T ax on Profit on O rdinary Activities 2008 2007Current Tax: Irish Corporation Tax on Profit/ (Loss) for th e yearAdjustments in rcspect of prior yearsCurrent tax credit for the yearD eferred Tax:O rigination and Reversal of Timing D ifference

'l*he current tax credit for the year is lower than the current credit that would result from applying th estandard rate of Irish Corporation Tax to Profit/ (Loss) on O rdinary Activities. The differences areexplained below:

Profit/ (l oss) on O rdinary Activities before TaxProfit/ (lx>ss) on O rdinary Activities multiplied by the average rateof Irish Corpo ration Tax for the year of 125% (2007: 12.5%)Effects of:Disallowable Expenses by the rate of taxExcess depreciation over capital allowances by the rate of taxInterest income by rate of taxLosses by the rate of taxCurrent Tax Credit for the year

2008938.682

117.335

(85,647)155,514144(187,346)

2007(1,274,239)

(159,280)

(9,764)(34,653)169203.528

Profit Attributab le to Shannon Foynes Port Com panyA profit of 988,621 (2007: loss of 995,485) attributable to the shareholders o f Shannon Foynes Po rtCompany (a company limited by shares) has been dealt with in the financial statements of thatcompany.A separate profit and loss account has no t been prepared for the parent company because theconditions laid down in Section 3(2) of the Com panies (Amendm ent) Act 1986 have been compliedwith.

26


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S H A N N O N F O Y N E S P O R T C O M P A N Y ( A C O M P A N Y L I M I T E D B Y SH AR E S ) A N D I T S SU B SI D I AR Y U N D E R T A K I N G SN O T E S T O T H E F I N A N C I AL ST A T E M E N T S C O N T I N U E D

8(a) Ta ngib le F ixed Asset s - Group

CostAt 31 December 2007TransfersAdditionsDisposalsAt 31 December 2008DepreciationAt 31 December 2007TransfersCharge for yearDisposalsAt 31 December 2008N et Book ValueAt 31 December 2008At 31 December 2007

D o ck s , Q u ay sA n d Wo r k s34,451,448

25.176

4,246,96660,977717,553

29,451,12830,204,482

River P lan t &Fix tures ,

F i t t ings andMotor Office L a n d &L i g h t s M ach i n e ry V eh i c le s E q u i p m en t B u i ld i n g s

1,186,92953,550

9,961,7231,3802,332,113

231,374

92,777(13,644)34,476,624 1,240,479 12,295,216 310,507

939,264(60,977)124,4973,868,8551,380717,765

5,025,496 1,002,784 4,588,000

86,80757,719(11,143)

133,383

237,695 7,707,216 177,124247,665 6,092,868 144,567

T o t a l462,662 14,293,162 60,587,298(1,380)

12,305 457,984 2,973,905(13,644)473,587 14,751,146 63,547,559

336,620(1,380)55,2401,043,503 10,522,015

297,790 1,970,564(11,143)390,480 1,341,293 12,481,436

83,107 13,409,853 51,066,123126,042 13,249,659 50,065,283

Included in the N BV above are the following amounts in respect of moto r vehicles and plant and machinery held under finance leases.

Net book value amount at 31 DecemberDepreciation charge for the year

2008113,581132,035

2007245,617131,642

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S H A N N O N F O Y N E S P O R T C O M P A N Y ( A C O M P A N Y L I M I T E D B Y SH A R E S) A N D I T S SU B SI D I AR Y U N D E R T A K IN G SN O T E S T O T H E F I N A N C I AL ST A T E M E N T S C O N T I N U E D8 (b ) T an g i b l e F i x ed A s s e ts C o m p a n y

CostAt 31 December 2007TransfersAdditionsD isposalsAt 31 December 2008DepreciationAt 31 December 2007TransfersCharge for yearDisposalsAt 31 December 2008N et Book ValueAt 31 December 2008At 31 December 2007

D o ck s , Q u ay sA n d Wo r k s34,451,448

25,176

River P lan t &Fix tures ,

F i t t ings andMotor Office L an d &L i g h t s M ach i n e ry V eh i c le s E q u i p m en t B u i ld i n g s

1,186,929

53,5509,455,91212,9552,332,113

34,476,624 1,240,479 11,800,980

4,246,96660,977717,553939,264(60,977)124,497

3,411,4493,599705,8995,025,496

29,451,12830,204,482

1,002,784 4,120,947

237,695 7,680,033247,665 6,044,463

231,374

92,777(13,644)310,507

86,80757,719(11,143)

133,383

177,124144.567

T o t a l405,722 14,279,168 60,010,553

3,99012,305 457,984 16,9452,973,905(13,644)422,017 14,737,152 62,987,759

289,4923,99054,2501,031,663 10,005,6417,589

297,773 1,957,691(11,143)347,732 1,329,436 11,959,778

74,285 13,407,716 51,027,981116,230 13,247,505 50,004,912

The transfers in the n ote above are in respect of assets transferred from limerick Do cks Container Storage, a subsidiary company that ceased to trade in 2007.Included in the NBV above are amounts in respect of motor vehicles and plant and machinery held underfinance eases.

Net book value amount at 31 DecemberDepreciation charge for the year

2008100,381124,835

2007225,217124.442

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B S ID I A R Y U N D E R T A KI N G SN O T E S T O T H E F I N AN C IAL ST AT E M E N T S ( CO N T I N U E D )

12 Intan gible Fixed Assets Group GoodwillCost

At 31 D ecember 2007 586,789At 31 December 2008 586,789

AmortisationAt 31 December 2007 214,751Charge for year 29,204At 31 December 2008 243,955

N et Book ValueAt 31 December 2008 342,834At 31 December 2007 372,038

Debtors Group Company Group Company2008 2008 2007 2007

Trade Debtors 1,966,874 1,586,257 2,271,241 1,827,602Value Added Tax Receivable 25,110 14,362 151,256 118,682O ther D ebtors and Prepayments 691,602 691,602 1,917,588 1,917,588Amounts owed by Subsidiary Companies - 268,206 - 235,558

2,683,586 2,560,427 4,340,085 4,099,430

mount due from Subsidiary Companies is unsecured, interest free and has no fixed repayment schedule.Creditors Group Company Group Company2008 2008 2007 2007

Government Loans (Note 16) 46,498 46,498 46,498 46,498Bank Loans (No te 16) 1,291,935 1,291,935 1,285,401 1,285,401Bank O verdraft (Note 16) 449,324 449,324 1,328,926 1,324,510Trade Creditors 114,013 113,380 233,445 228,517O ther Taxes and PRSI 154,345 148,427 148,753 135,284Net Obligations under Finance Incases (Note 17) 31,768 30,702 134,554 122,575O ther Creditors and Accruals 906,873 898,343 2,825,577 2,795,9592,994,756 2,978,609 6,003,154 5,938,744

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B SI D I AR Y U N D E R T AK I N G SN O T E S T O T H E F I N AN C IAL ST AT E M E N T S (C O N T I N U E D )

Creditors (am ounts falling due after m orethan one year)

Group2008

Company2008

Group2007Company2007

Bank Borrowings (Note 16)Government Loans (Note 16)Net Obligations under Finance Leases (Note 17)15,655,378114,56638,182

15,655,378114,56638,18213,834,546138,86972.279

13,834,546138,86971.21315,808,126 15,808,126 14,045,694 14,044,628

Bank B orrowing s, Overdrafts andGovernment LoansAnalysis of bank borrowings, overdrafts andG overnment loans payable:- within one year- between one and two years- between two andfive years- overfive years

Group2008

1,787,7571,338,4324,336,48510,095,027

Company2008

1,787,7571,338,4324,336,48510.095.027

Group2007

2,660,8251,331,8993,948,5808,692,936

Company2007

2,656,4091,331,8993,948,5808,692,93617,557,701 17,557,701 16,634,240 16,629,824

Finance Leases

N et obligations underfinance eases areAnalysed as follows: payable within 1 year- payable within one and two years- payable between two andfive years

Group2008

31,76826,67511,50769,950

Company200830,70226,67511,50768,884

Group2007134,55431,76840,511206,833

Company2007122,57530,70240,511193,788

Deferred Incom e Group and CompanyCapital GrantsAt 31 D ecember 2007Received during yearAmortised during the yearAt 31 December 2008

Total D eferred Income at 31 D ecember 2008

6,762,434(292,800)6,469,634

6,469,634

Total D eferred Income at 31 D ecember 2007 6,762,434

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SH AN N O N F O YN E S P O R T C O M P AN Y( A C O M P AN Y L I M I T E D B Y SH AR E S ) AN D I T S SU B S ID I A R Y U N D E R T AK I N G SN O T E S T O T H E F I N AN C IAL ST AT E M E N T S ( CO N T I N U E D )

19 Share Ca p ital-Co m pa n y 2008 2007Authorised 31,500,000 Ordinary Shares of 1.25 each 39,375,000 39,375,000Allotted, Called Up and Fu lly Paid17,749,900 O rdinary Shares of 1.25 each 22,187,359 22,187,359

20 Cap ital In jection Group Company Group Company2008 2008 2007 2007 At 1 JanuaryShare Capital Issued du ring the year 4,916,921 5,457,046 4,916,921 5,457,046

At 31 December 4,916,921 5,457,046 4,916,921 5,457,046

(a) 'I*he shareholder subscribed 3,809,214 in cash for O rdinary Shares of 1.269738 each during the yearended 2001. Shares were allotted in respect of this sum during year end ing 31 D ecember 2002 as follows:3,047,371 O rdinary Shares of 1.25 eachIn addition 11,246,513 O rdinary Shares of 1.25 each were issued out of the capital injection as at 31D ecember 2001.

21 (Loss) Carried Forward GroupAt 31 D ecember 2007 (8,935,301)Profit for the year 938,682O ther recognised (losses) (2,646,000)D eferred Tax related to actuarial loss 330,750At 31 D ecember 2008 (10,311,869)

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SH AN N O N F O YN E S P O R T C O M P AN Y(A C O M P AN Y L I M I T E D B Y SH AR E S) AN D I T S SU B SI D I A R Y U N D E R T A K I N G SN O T E S T O T H E F I N A N C IAL ST AT E M E N T S ( CO N T I N U E D )

22 Reconciliation of Movements in E quity Shareholders' Fund s Group

At 31 D ecember 2007 18,168,979Profit for the year 938,682O ther recognised (losses) (2,646,000)D eferred Tax related to actuarial loss 330,750At 31 D ecember 2008 16,792,411

23 Financial Comm itments Group Company Group Company2008 2008 2007 2007 Financial Commitments- com mitmen ts approved but not cont racted for 1,849,000 1,849,000 1,480,000 1,480,000- committed 145,000 145,000 720,000 720,000

1,994,000 1,994,000 2,200,000 2,200,000

24 Retirem ent Benefits(a ) The group operates four defined benefit schemes which are funded through separate trustee administeredfunds. Th ere were deficits totalling 14,001,000 on these schem es at 31 December 2008.The total deficit has been fully provided for net of the related deferred tax asset in the financial statementsand is therefore reflected in the group net assets 16,792,411 and the group loss carried forward of10,311,869.

The most recent valuations were at 31 December 2008 and are available for inspection by the schememembers but not for public inspection.The intention of the group is that, over time, the schemes should be fully funded and that they should meetthe funding requirement set by Section 41 (3) of the H arbours Act, 1996 by the approp riate date asdetermined by the Minister for Transpo rt following consultation with the parent company.

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SH AN N O N F O YN E S P O R T C O M P A N Y( A C O M P A N Y L I M I T E D B Y SH AR E S ) AN D I T S SU B SI D I A R Y U N D E R T A KI N G S

N O T E S T O T H E F I N AN C IAL ST AT E M E N T S ( CO N T I N U E D )

Finan cial Rep orting Stand ard 17 'R etirem ent Ben efits' D isclosu resThe company operates four defined benefit schemes. Fui] actuarial valuations were carried out at 31D ecember 2008 for Financial Reporting Standard 17 disclosure purposes by a qualified independent actuary.The mainfinancial assumptions used in the valuations were:

2008 2007 2006Rate of increase in salaries 4.0% 4.0% 4.0%Rate of increase in pension payments 3.0% 3.0% 3.0%D iscount rate 5.6% 5.5% 5.0%Inflation assumption 2.0% 2.25% 2.0%The assets in the scheme and the expected rates of return were:

L o n g - T e r m M a r k e t L o n g - T e r m M a r k e t L o n g - T e r m M a r k e tR a t e o f r e t u r n V a lu e Rate o f r e tu rn Valu e Ra te o f r e tu rn Valu eE x p e c t e d a t 3 1 D e c e m b e r E x p e c t e d a t 31 D e c e m b e r E x p e c t e d a t 3 1 D e c e m b e r

3 1 D e c e m b e r 2008 3 1 D e c e m b e r 2007 3 1 D e c e m b e r 20062008 '000 2007 '000 2006 '000Equities 6.9% 2,919 7.50% 5,106 7.25% 5,592Fixed interest 3.9% 2,627 4.50% 2,434 4.25% 2,212Property 5.9% 308 6.50% 458 6.25% 392Cash 2.0% 1,651 3.50% 1,546 2.00% 1,850Other - - - - 5.25% 1117,505 9,544 10,157

Retirement Benefits ContinuedFinancial Reporting Standard 17 'Retirement Benefits* Disclosures ContinuedThe following amoun ts at 31 D ecember 2008 were measured in accordance with the requirements ofFinancial Reporting Standard 17:

2008 2007 2006'000 '000 '000Total market value o f assets 7,505 9,544 10,157Present value of the (liabilities) of the schemes (21,506) (20,915) (21,701)(Deficit) in the schemes (14,001) (11,371) (11,544)Related deferred tax asset 1,750 1,421 1,443Net Pension (Liability) (12,251) (9,950) (10,101)

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SH AN N O N F O YN E S P O R T C O M P AN Y( A C O M P AN Y L I M I T E D B Y SH AR E S ) A N D I T S SU B S ID I A R Y U N D E R T A KI N G SN O T E S T O T H E F I N AN C I AL ST AT E M E N T S ( C O N T I N U E D )

The following amoun ts would have been recognised in the performance statements for the years ended 31D ecember 2008 and 31 D ecember 2007 under the requirements of FRS 17.2008 2007'000 '000O perating ProfitCurrent Service Cost 373 350

Otherfinance (cost)Expected rate of return on pension schemes' assets 550 540Interest on pension schemes'liabilities (1,125) (1,060)(575) (520)

Statement of total recognised gains and losses:Actual return less expected return on pension schem es' assets (2,628) (1,189)Experience losses arising on the schem es' liabilities (238) 198Changes in assumptions underlying the present value of the schemes'liabilities 220 1,031Actuarial gain / (loss) recognised in the statement of total recognisedgains and losses (2,646) 40

25 Retirem ent Benefits Continued(b) Finan cial Rep orting Stand ard 17 'R etirem ent Benefits* Disclosures Continued

2008 2007'000 '000Movement in (deficit) during the year:(Deficit) in schemes at 31 D ecember (11,371) (11,544)Movement in yeanCurrent service cost (373) (350)Con tributions paid 964 1,003O ther finance cost (575) (520)Actuarial (loss)/ gain (2,646) 40(Deficit) in schemcs at 31 D ecember (14,001) (11,371)

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SH AN N O N F O Y N E S P O R T C O M P A N Y(A C O M P A N Y L I M I T E D B Y SH AR E S ) A N D I T S SU B S I D I AR Y U N D E R T A KI N G SN O T E S T O T H E F I N AN C IAL ST AT E M E N T S ( CO N T I N U E D )

2008 2007E xperience gains and losses for the year ended 31 Decem ber 000 000Difference between the expected and actual return on schemes' assets (2,628) 0,189)Percentage of schem es' assets (35%) 12.5%Experience(losses) / gains on sch emes' liabilities (238) 198Percentage of schemes' liabilities (1.1%) 0.9%Total recognised in statement of total recognised gains and losses (2,646) 40Percentage of the p resent value of the schemes' liabilities (12.3%) 0.2%

26 Ultimate con trolling partyThe ultimate controlling party of the company is the Minister for Transport.

27 Related Party T ransac tions

(i) Th e company in the normal course of its business trades with certain government and semi-state bodies. The com pany also has loans of 161,063 from certain government and semi-statebod ies. Interest of 21,775 has been charged on these loans during the year.(ii) A former director of the company, Mr Joh n D undon, is also a director of Mullock & SonsLimited. Mullock & Son s Limited is a significant customer of Shannon Foynes Port Company.At the balance sheet date an amoun t o f 53,379 was due to the company from Mullock & Sons

Limited. Incom e of 1,068,462 was earned during the year for services provided to Mullock &Sons Limited. Purch ases from Mullock & Sons limited amounted to 23,803 during the year.(iii) There are no other contracts or arrangements of significance in relation to the business of thecompany in which any director had an interest in, as defined within the Companies Act 1990 atany time during the year ended 31 December 2008.

The company has availed of the exemption in FRS N o. 8 "Related Party Transactions" which permit aqualifying subsidiary of any undertakings not to d isclose details of transactions between group entities thatare eliminated on consolidation.

28 Con tingen t LiabilitiesGroup and Comp anyThe parent company has given a guarantee in the sum o f 19,046 (2007: 19,046) in respect of borrowings

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