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Notes to the Financial Statements

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1. Status Of Company

The Company is a limited liability company, incorporated under the Companies Acts, 1963 to 2009. Under the Postal and Telecommunications Services Act, 1983, the Company is entitled to omit the word 'Limited' from its name.

2. Turnover

  2009
€'000
2008
€'000
The analysis of turnover is as follows:
Republic of Ireland
Postage: Letters and parcels
Postage: Elections and referendum
Post offices: Agency, remittance and related services
Other services
Interest income
565,640
15,494
163,950
19,783
12,890
624,820
4,708
156,407
18,547
21,622
  777,757   826,104 
United Kingdom and Other European Countries
Other services 26,459 23,939
  804,216 850,043
Turnover above excludes the Group’s share of joint venture’s turnover of €15,081,000 (2008: €14,126,000). In the opinion of the directors, fuller compliance with the disclosure requirements of SSAP 25 ‘Segmental Reporting’ would be prejudicial to the Group’s interests..


3. Operating Costs

  2009
€'000
2008
€'000
Staff and postmasters' costs 588,975 599,010
Other costs:    
Distribution 61,356 66,521
Accommodation 27,367 26,561
Operational 52,212 62,644
Administration 47,369 44,681
Depreciation and amortisation of goodwill 21,196 19,391
  798,475 818,808
     


4. (Loss)/Profit on ordinary activities before taxation

  2009
€'000
2008
€'000
The (loss)/profit on ordinary activities before taxation is stated after charging:
Directors' emoluments
Fees
Other emoluments
Pension contributions

268
407
77

287
400
75
Expenses paid to Directors:
Travel
Subsistence
Other

21
6
1

14
7
1
Auditors' remuneration - audit 260 270
Depreciation 20,235 18,573
Amortisation of goodwill 961 818
Operating lease rentals:
Rental of buildings
Other - equipment and motor vehicles

8,532
13,912

6,707
11,674
and after crediting:
Capital grants amortised
Profit on sale of fixed assets

102
307

102
310


The amounts shown above as directors’ emoluments include only the amounts paid to the directors in the execution of their duties as directors and the salary of the Chief Executive who is also a director. Other than this, they do not include the salaries of the employee
and postmaster directors.

In accordance with the Government Guidelines on Remuneration and Other Conditions of Chief Executives, the Company operates a performance related pay scheme which provides for a maximum possible annual award of 35% of basic pay. Under this scheme, up to 25% is applied to annual objectives (the 25% short term scheme) and up to 10% is applied to multi-annual (three year) objectives (the 10% long term scheme). The Chief Executive has voluntarily waived his entitlement under the 25% short term scheme in the current year and in the previous year. Amounts earned under the 10% long term scheme are not finalised and do not become payable until the end of the three year term. However, it is estimated that an amount of €97,000 has been earned by the Chief Executive under the 10% long term scheme since the date of his appointment, 14 August, 2006, up to 31 December, 2009.

The remuneration package of Mr Donal Connell, Chief Executive Officer, which is included in the amounts shown above as directors’ emoluments, was as follows :

  2009
€'000
2008
€'000
Basic pay
Non-pensionable performance related pay
386
-
379
-
Total Pay 386 379
     
Taxable benefits, including use of a company car
Director's fee
Pension contributions
21
16
77
21
18
75
  500  493


  2009
€'000
2008
€'000
The fees paid to each director were as follows :  
John Fitzgerald (Chairman) 33 29
Patrick Compton 16 18
Jerry Condon 16 18
Donal Connell 16 18
Anne Connolly 16 18
Paddy Costello 16 3
Patrick Davoren 16 18
Louise English 16 18
Ciara Hurley 16 18
James Hyland 27 28
Brian McConnell 16 18
Gerry O’Toole 16 3
John Quinlivan 16 14
Alan Sloane 16 18
Catherine Woods 16 15
Thomas Devlin - 14
Terry Kelleher - 14
Margaret McGinley (former Chairperson) - 4
Peter Wyer - 1
 Total 268 267 
     


5. (Loss)/Tax on Profit on Ordinary Activities

 
2009
€'000

2008
€'000
Current tax    
Ireland - Capital gains tax 46 31
Ireland - Corporation tax 2,252 5,925
Ireland - adjustment with respect of prior years 206 (69)
UK - Corporation tax 437 788
Share of joint venture tax - -
  2,941 6,675

The current tax charge is lower than the standard rate of corporation tax in Ireland.

The differences are explained below:

 
2009
€'000

2008
€'000
(Loss)/Profit on ordinary activities before tax (25,569) 39,890

Current tax of 12.5% (2008: 12.5%)

(3,196)

4,986
Effects of:    
Expenses not deductible 782 1,068
Depreciation in excess of capital allowances 785 988
Share of joint venture losses not deductible 1,344 1,211
Income taxed at higher rates 1,782 3,214
Utilisation of tax losses - (1,750)
Short term timing differences 1,238 (2,973)
Prior year underprovision/(overprovision) 206 (69)
Current tax charge 2,941 6,675
Given the uncertainty over the existence of future taxable profits, a potential deferred tax asset of €55,060,000 (2008: €76,372,500) has not been recognised in the consolidated balance sheet at 31 December, 2009. This deferred tax asset not recognised comprises a deferred tax asset in relation to the net pension deficit recognised of €50,407,000 (2008: €72,937,500), timing differences on business restructuring, €2,381,000 (2008: €2,381,000), tax losses forward not utilised, €6,353,000 (2008: €5,529,000), offset by other timing differences of 4,081,000 (2008: €4,475,000).

6. Profit for the Financial Year

 
2009
€'000

2008
€'000
(Loss)/Profit after tax in the holding company (21,481) 40,023
Profit after tax in subsidiary undertakings 3,721 2,877
Share of result of joint venture (10,750) (9,685)
Minority interest (555) -
(Loss)/preaofit for the financial year (29,065) 33,215
A separate profit and loss account for An Post has not been prepared because the conditions laid down in Section 148(8) of the Companies Act, 1963 have been satisfied.

7. Staff Numbers and Costs

 
2009
€'000

2008
€'000
The average Full Time Equivalent (FTE) number of employees working in the Group during the year was:    
Operations (mails and retail)
Corporate
9,785
713
9,960
711
Total Company employees (FTE)
Subsidiaries*
10,498
356
10,671
299
Total Group employees (FTE) 10,854 10,970
The average number of employees working in the Group during the year, including executive directors, was:    

Operations (mails and retail)
Corporate

8,983
747

8,961
717
Total Company employees
Subsidiaries
9,730
356
9,678
310
Total Group employees 10,086 9,988
     
Postmasters: Engaged as agents 1,185 1,185
* Increase arises from inclusion of staff in subsidiaries acquired during the year.


 
2009
€'000

2008
€'000
The aggregate payroll costs were as follows:    
Wages, salaries and postmasters' costs 510,298 511,679
Social welfare costs 36,491 35,314
Other pension costs (note 17) 42,186 52,017
  588,975 599,010


8. Intangible Fixed Assets - Goodwill

  Total
€'000
Group  
Cost  
At 31 December 2008
Acquisitions (note 24)
13,628
10,475
At 31 December, 2009 24,103

Amortisation
 
At 31 December, 2008 10,764
Charge for year 961
At 31 December, 2009 11,725

Net Book Value
 
At 31 December, 2009 12,378
At 31 December, 2008 2,864
The directors have considered the carrying value of goodwill at 31 December 2009 and have concluded that no impairment arises.

9. Tangible Fixed Assets

  Freehold & long leasehold land & buildings
€'000


Interest in GPO
€'000


Motor
Vehicles
€'000

Computer & Other Equipment
€'000



Total
€'000
Group        
Cost          
At 31 December, 2008 185,629 26,429 27,978 240,104 480,140
Additions 28,894 - 2,479 20,041 51,414
Subsidiary acquisitions 37 - 146 1,307 1,490
Disposals (95) - (11,505) (20) (11,620)
At 31 December, 2009 214,465 26,429 19,098 261,432 521,424

Accumulated Depreciation
         
At 31 December, 2008 43,107 10,150 21,687 207,435 282,379
Charged during year 4,669 651 1,766 13,149 20,235
Eliminated on disposals (20) - (11,390) (16) (11,426)
At 31 December, 2009 47,756 10,801 12,063 220,568 291,188

Net Book Value
         
At 31 December, 2009 166,709 15,628 7,035 40,864 230,236
At 31 December, 2008 142,522 16,279 6,291 32,669 197,761

Company
         
Cost          
At 31 December, 2008 187,992 26,429 27,915 233,857 476,193
Additions 28,861 - 2,386 19,567 50,814
Disposals (95) - (11,372) - (11,467)
At 31 December, 2009 216,758 26,429 18,929 253,424 515,540

Accumulated Depreciation
         
At 31 December, 2008 37,614 10,150 21,661 202,621 272,046
Charged during year 4,771 651 1,727 12,432 19,581
Eliminated on disposals (20) - (11,331) - (11,351)
At 31 December, 2009 42,365 10,801 12,057 215,053 280,276

Net Book Value
         
At 31 December, 2009 174,393 15,628 6,872 38,371 235,264
At 31 December, 2008 150,378 16,279 6,254 31,236 204,147
Group and Company
The depreciable element of freehold & long leasehold land & buildings (namely buildings) amounts to: Group €170,744,000 (2008: €154,971,000), Company €178,531,000 (2008: €161,921,000).


10. Financial Fixed Assets

  Group
2009
€'000
Group
2008
€'000
Company
2009
€'000
Company
2008
€'000
Shares in subsidiary undertakings, at cost - - 10,652 10,651
Interest in joint venture and associated undertakings 90 10,840 - 33,110
  90 10,840 10,652 43,761

Shares in subsidiary undertakings, at cost, in the Group amount to €102 (2008 : €102)

The movements during the year were as follows :
Shares in subsidiary undertakings
At beginning of year - - 10,651 10,651
Additions - - 1 -
At end of year - 10,652 10,651
Additions relate to the purchase of a 53.6% shareholding in The Gift Voucher Shop (see note 24)

Interest in joint venture and associated undertakings
At beginning of year 10,840 25,380 33,110 19,109
Additions - - - 18,856
Share of result of joint venture (10,750) (9,685) - -
Impairment - - (33,110) -
Capitalised costs expensed - (4,855) - (4,855)
At end of year 90 10,840 - 33,110

The shareholders in Postbank Ireland Limited, BGL BNP Paribas Fortis and An Post have decided not to continue the joint venture beyond the calendar year 2010. The Company accounts for An Post recognise this and have reduced the carrying value of the investment to €nil.

Additional disclosures in respect of Postbank Ireland Limited, which exceed certain thresholds under Financial Reporting Standard 9 Associates and Joint Ventures, are set out below. The 2009 disclosures have yet to be approved by the directors of Postbank Ireland Limited and are unaudited.

 
Fixed assets 3,909 8,629
Current assets 249,625 183,328
Share of gross assets (excluding goodwill) 253,534 191,957
Liabilities due within one year (253,444) (181,117)
Share of gross liabilities (253,444) (181,117)
Investment in joint venture 90 10,840

Goodwill was created in Postbank Ireland Limited upon receipt of the businesses and assets transferred to it from An Post in 2007. In accordance with accounting principles, An Post has not recognised its share of the goodwill and intangible assets created in Postbank Ireland Limited.

11. Debtors

  Group
2009
€'000
Group
2008
'000
Company
2009
'000
Company
2008
€'000
Amounts falling due within one year
Trade debtors 41,514 41,926 30,481 36,543
Amounts owed by subsidiary undertaking not consolidated 1,040 979 1,040 785
Amounts owed by other subsidiary undertakings - - 2,437 588
Amounts owed by associated undertaking (note 27) 799 895 799 895
Amounts owed by joint venture (note 27) 4,278 403 4,085 -
Other debtors 977 304 608 295
Prepayments and accrued income 11,599 6,220 4,944 5,391

Amounts falling due after more than one year
60,207 50,727 44,394 44,497
Amounts owed by subsidiary undertakings - - 15,016 5,465
  60,207 50,727 59,410 49,962


12. Cash at Bank and In Hand

  Group
2009
€'000
Group
2008
€'000
Company
2009
€'000
Company
2008
€'000
Cash at bank 30,863 14,157 994 5,727
Cash in hand 258,827 254,753 258,827 254,753
289,690 268,910 259,821 260,480

Term deposits

289,102

392,139

289,102

392,139
Less: Amounts held in trust (288,678) (310,586) (288,678) (310,586)
  290,114 350,463 260,245 342,033


13. Creditors: Amounts falling due within one year

  Group
2009
€'000
Group
2008
€'000
Company
2009
€'000
Company
2008
€'000
Trade creditors 35,115 18,853 10,373 15,418
Amounts owed to subsidiary undertakings - - 47,217 48,138
Amounts owed to joint venture (note 27) - 1,754 - 1,754
Other creditors 16,511 4,045 7,640 3,402
Taxation and social welfare (note 14) 16,303 15,208 15,096 14,202
Accruals 97,421 105,130 91,287 102,883
Deferred income - capital grants (note 15) 102 102 102 102
Bank overdraft 2,490 - - -
Deferred postage income 15,956 20,100 15,956 20,100
  183,898 165,192 187,671 205,999


14. Taxation and Social Welfare

  Group
2009
€'000
Group
2008
€'000
Company
2009
€'000
Company
2008
€'000
Corporation tax (193) 1,160 (419) 508
Income tax deducted under PAYE 7,358 7,353 7,099 7,210
Pay related social insurance 6,675 5,205  6,459 5,146
Value added tax 1,911 780  1,365 554
Professional services withholding tax 552 710   592 784
   16,303 15,208 15,096 14,202


15. Creditors: Amounts falling due after more than one year

  Group
2009
€'000
Group
2008
€'000
Company
2009
€'000
Company
2008
€'000
Deferred income - capital grants 3,665 3,767 3,665  3,767
The movements on grants were as follows:        
At beginning of year 3,869 3,971 3,869  2,912
Transferred from subsidiary - - 1,048
Amortised to profit and loss account (102) (102) (102) (91)
At end of year 3,767 3,869 3,767  3,869
Transferred to creditors: amounts falling due within one year (102) (102) (102) (102)
  3,665 3,767 3,665 3,767


16. Provisions for Liabilities

 
2009
€'000

2008
€'000
Group and Company    
Provisions for business restructuring 49,885  59,938

The movements during the year were as follows:
   
At beginning of year 59,938 69,261
Utilised during the year (10,053) (9,323)
At end of year  49,885 59,938

The provision for business restructuring at 31 December, 2009 includes €30,839,000 (2008: €40,892,000) in relation to business restructuring redundancy costs, and €19,046,000 (2008: €19,046,000) in relation to the introduction of an Employee Share Ownership Plan (ESOP).

17. Pensions and Similar Obligations

Group and Company

The pension entitlements of employees arise under a number of defined benefit and defined contribution pension schemes, the assets of which are vested in independent trustees appointed by the Company for the sole benefit of employees and their dependents. Annual contributions are based on the advice of a professionally qualified actuary.

The amounts charged during the year to operating costs were as follows:

 
2009
€'000

2008
€'000
Defined benefit schemes - current service cost 40,500 50,400
Exgratia schemes - current service cost 1,000 1,000
Defined contribution scheme 686 617
Recognised in the profit and loss account 42,186 52,017


Past service costs of €5,378,000 (2008: €3,638,000) arose during the year. These were discharged through the utilisation of the restructuring provision (note 16) and had no impact on the profit and loss account for the year ended 31 December, 2009 or 2008. Contributions payable to pension schemes and included in creditors at 31 December, 2009 amounted to €3,304,000 (2008: €43,000) which were paid in January 2010.

The pension costs of the defined benefit schemes are assessed in accordance with the advice of an independent professionally qualified actuary. The most recent actuarial valuations were carried out at 1 January, 2008 using the attained age method and at that date were sufficient to cover 100% of the accrued liabilities. The principal actuarial assumption was that, over the long term, the annual rate of return on investments would be 2.0% higher than the annual increase in pensionable remuneration. The actuarial valuation of 1 January, 2008 recommended a contribution rate of 14.4% of pensionable remuneration. The actuarial valuations are not available for public inspection but the results of the valuations have been advised to the members of the schemes.

The valuations of the pension schemes used for the purpose of FRS 17 disclosures have been based on the most recent actuarial valuations as identified above and updated by the independent actuaries to 31 December, 2009. Scheme assets are stated at their market value at the balance sheet date..

The financial assumptions used to calculate the retirement benefit liabilities under FRS 17 were as follows:

Valuation method 2009
Projected Unit
2008
Projected Unit
2007
Projected Unit
Discount rate 5.75% 5.75% 5.50%
Inflation rate 2.00% 2.00% 2.00%
Increase to pensions in payment 3.25% 3.25% 3.75%
Pensionable salary increases 3.25% 3.25% 3.75%


The long term expected rates of return on the assets of the pension scheme were: 2009 2008 2007
Equities 9.00% 9.00% 7.75%
Bonds 4.00% 3.80% 4.50%
Other 6.00% 6.85% 5.15%


The assumptions relating to longevity underlying the pension liabilities at the balance sheet date are based on standard actuarial mortality tables and include an allowance for future improvements in longevity. The assumptions are equivalent to expecting a 65-year old to live for a number of years as follows:

Life expectancy at 65 Male Female
Current Pensioners - aged 65 84.0 87.0
Future Pensioners - aged 40 85.5 88.5


The market value of the assets of the defined benefit schemes at 31 December, 2009, 2008 and 2007 were:

  2009
€'000
2008
€'000
2007
€'000
Equities 916,100  723,800 1,362,000
Bonds 625,100  612,400 529,000
Other 112,400  111,500  200,000
Fair value of pension schemes' assets 1,653,600 1,447,700 2,091,000

Present value of funded defined benefit obligations

 (2,045,000)

(2,017,900)

(2,193,100)
Present value of unfunded defined benefit obligations (11,852) (12,100)  (12,200)
Present value of defined benefit obligations (2,056,852) (2,030,000) (2,205,300)
Pension liability (403,252) (582,300) (114,300)

Movement in fair value of pension schemes' assets
Fair value of pension schemes' assets at beginning of year 1,447,700 2,091,000  
Expected return on plan assets 95,500 139,200  
Actuarial gain/(loss) 125,700 (768,161)  
Employer contributions 58,696  55,263  
Members' contributions 4,400  3,900  
Benefits paid (78,396) (73,502)  
Fair value of pension schemes' assets at end of year 1,653,600 1,447,700  

Movement in present value of defined benefit obligations
Defined benefit obligations at beginning of year (2,030,000) (2,205,300)  
Current service cost (41,500) (51,400)  
Past service cost (5,378) (3,638)  
Interest cost  (116,060) (120,860)  
Members contributions (4,400) (3,900)  
Benefits paid 78,396 73,502  
Actuarial gain 62,090  281,596  
Deficit benefit obligations at end of year (2,056,852) (2,030,000)  


Other finance (expense)/income

 
2009
€'000

2008
€'000
Interest on schemes' liabilities (116,060) (120,860)
Expected return on schemes' assets 95,500 139,200
  (20,560) 18,340
The expected return on schemes’ assets is calculated based on the value of the schemes’ assets at the beginning of the financial year.

Amounts recognised in statement of total recognised gains and losses
   
The actuarial gains and losses are analysed as follows:    

Difference between expected and actual return on assets

125,700

(768,161)
Experience gains and losses on schemes' liabilities 62,090 (8,400)
Changes in assumptions underlying the present value of schemes' liabilities - 289,996
Actuarial (loss)/gain recognised 187,790 (486,565)

The actual return on schemes’ assets in 2009 was a gain of €221m (2008: loss of €629m). The cumulative actuarial gains and losses recognised in the statement of total recognised gains and losses at 31 December, 2009 is a loss of €229m.

Employer contributions in 2010 are expected to be €54m.

History of actuarial gains and losses

  2009 2008 2007 2006 2005
Difference between expected and actual return on assets 125,700 (768,161) (188,294) 66,000 257,000
Expressed as a percentage of schemes' assets 8% (53%) (9%) 3% 13%
Experience gains and losses on schemes' liabilities 62,090 (8,400) - (43,000) (2,000)
Expressed as a percentage of schemes' liabilities 3% - - (2%) -
Total actual gains and losses 187,790 (486,565) 63,141 118,179 (1,786)
Expressed as a percentage of schemes' liabilities 9% (24%) 3% 5% -


18. Share Capital - Group and Company

 
2009
€'000

2008
€'000
Authorised:    
80,000,000 Ordinary Shares of €1.25 each 100,000 100,000
Allotted, called up and fully paid:    
54,590,946 Ordinary Shares of €1.25 each 68,239 68,239
On 14 January, 2003, pursuant to Section 26 of the Economic and Monetary Union Act, 1998, the Company’s shares were renomalised from €1.269738 to €1.25 per share and an amount of €877,000 was transferred to a capital conversion reserve fund.

19. Profit And Loss Account

  Group
2009
€'000
Group
2008
€'000
Company
2009
€'000
Company
2008
€'000
At beginning of year (267,658) 185,692 (281,217) 165,325
(Loss)/Profit for the financial year (29,065) 33,215 (21,481) 40,023
Impairment of financial asset - - (33,110) -
Other recognised gains/(losses) 187,790 (486,565) 187,790 (486,565)
At end of year (108,933) (267,658) (148,018) (281,217)


20. Reconciliation of Shareholders' (Deficit)/Funds

  Group
2009
€'000
Group
2008
€'000
Company
2009
€'000
Company
2008
€'000
At beginning of year (198,542) 254,808 (212,101) 234,441
(Loss)/profit for the financial year (29,065) 33,215 (21,481) 40,023
Impairment of financial asset - - (33,110) -
Other recognised gains/(losses) 187,790 (486,565) 187,790 (486,565)
At end of year (39,817) (198,542) (78,902) (212,101)


 

21. Minority Interest

  Total
€'000
 At 31 December, 2008  -
 Arising from acquisitions (note 24)  8,413
 Minority interest share of profit  (555)
 At 31 December, 2009 7,858


22. Gross Cash Flows

 
2009
€'000

2008
€'000
Reconciliation of operating profit to net cash inflow from operating activities    
Operating profit  5,741 31,235
Depreciation, amortisation 21,196 24,246
Profit on sale of tangible fixed assets (307) (310)
Payments in relation to provision for business restructuring (10,053) (9,323)
cash pension cost (11,818) (225)
Capital grants amortised (102) (102)
(Increase)/decrease in operating debtors (2,824) 5,549
(Decrease)/increase in operating creditors (16,107) (6,628)
Net cash (outflow)/inflow from operating activities (14,274) 44,442

Taxation
   
Tax Paid (4,294) (6,845)

Capital expenditure and financial investment
   
Purchase of tangible fixed assets (46,801) (40,773)
Disposal of tangible fixed assets 501 432
  (46,300) (40,341)

Acquisitions and disposals
   
Acquisition of subsidiary undertakings (note 24) (2,287) -
Cash in subsidiaries acquired 4,316 -
  2,029 -

Management of liquid resources (note a)
   
Decrease/(increase) in term deposits 103,037 9,897

Note a: Liquid resources comprise term deposits with a maturity notice period of more than one day.

23. Analysis of Net Funds

 
At beginning of year
€'000

Cash flows
€'000

At end of year
€'000
Cash at bank and in hand 268,910  20,780 289,690
Bank overdraft (2,490) (2,490)
Amounts held in trust   (310,586) 21,908 (288,678)
40,198
Term deposits 392,139  (103,037) 289,102
Total 350,463  (62,839) 287,624

 

24. Subsidiary and associated undertakings


Name Nature of Business % Holding Registered Office
Subsidiary undertakings held directly by the Company
An Post National Lottery
Company (note 27)
Operation of the
National Lottery
80% General Post Office
O'Connell Street
Dublin 1
Arcade Property
Company Limited
Property development
and Letting
100% General Post Office
O'Connell Street
Dublin 1
Post Consult
International Limited
Computer software
Services
100% General Post Office
O'Connell Street
Dublin 1
Precision Marketing
Information Limited
Provision of marketing data,
database services and
business directories
100% General Post Office
O'Connell Street
Dublin 1
Prince's Street Property
Company Limited
Dormant 100% General Post Office
O'Connell Street
Dublin 1
Printpost Limited High volume printing 100% General Post Office
O'Connell Street
Dublin 1
Post.Trust Limited Digital certification and
security services
100% General Post Office
O'Connell Street
Dublin 1
Transpost Limited Courier and distribution 100% General Post Office
O'Connell Street
Dublin 1
Kompass Ireland Publishers
Limited
Dormant 100% General Post Office
O'Connell Street
Dublin 1
An Post Billpost Processing
Services Limited
Bill payment processing 100% General Post Office
O'Connell Street
Dublin 1
An Post GeoDirectory Limited Database services 100% General Post Office
O'Connell Street
Dublin 1
An Post (NI) Limited Holding company 100% Stokes House
College Square
East Belfast
GVS Gift Voucher Shop Limited Retail gift vouchers 53.6% General Post Office,
O’Connell Street,
Dublin 1.
The Gift Voucher Shop Limited Retail gift vouchers 53.6% The Merlin Centre,
Acrewood Way, St. Albans
Herts, U.K.

Subsidiary undertakings held indirectly through a subsidiary undertaking
Air Business Limited Distribution 100% 4 The Merlin Centre
Acrewood Way
St. Albans
Herts U.K.
Jordan & Co International Limited Distribution 100% 4 The Merlin Centre
Acrewood Way
St. Albans
Herts U.K.

Associated undertaking held directly by the Company
The Prize Bond Company Limited Administration of the Prize
Bond Scheme
50% General Post Office
O'Connell Street
Dublin 1

Joint Venture
Postbank Ireland Limited Banking 50% Block One
West Pier Business Campus
Dun Laoghaire
Co Dublin

During the year, the Group acquired the entire share capital of Jordan & Co International Limited and a 53.6% shareholding in the Gift Voucher Shop Limited. The assets and liabilities acquired and the consideration paid were as follows:

 
Jordan & Co
€'000

The Gift Voucher Shop
€'000

Total
€'000
Tangible fixed assets (note 9) 751 739 1,490
Debtors 752 5,904 6,656
Cash 912 3,404 4,316
Creditors (886) (28,177) (29,063)
Minority Interest (note 21) 8,413 8,413
Net assets/( liabilities) acquired 1,529 (9,717) (8,188)
Goodwill arising on acquisition (note 8) 757 9,718 10,475
Consideration – satisfied by cash payment (note 22) 2,286 1 2,287

The directors believe that there was no material difference between the book value of the assets and liabilities acquired and their fair values at the date of acquisition.

Goodwill arising on acquisitions is being written off over 10 years.

The results of the acquired entities have been included in the consolidated profit and loss account from the respective dates of acquisition and amounted to turnover of e6.1m, operating costs of e5.0m and operating profits of e1.1m. The purchase contract for the Gift Voucher shop provides for additional cash consideration in the event that specified earn out targets are achieved. No amounts have been accrued in this respect at 31 December, 2009.

Air Business Limited, Jordan & Co International Limited and Gift Voucher Shop (UK) Limited are incorporated in and operate in England & Wales. An Post (NI) Limited is incorporated in and operates in Northern Ireland. All other undertakings are incorporated in and operate in the Republic of Ireland.

An Post National Lottery Company carries on the business of operating the National Lottery under licence from the Minister for Finance in accordance with the provisions of the National Lottery Act, 1986. 20% of the issued share capital is held by the Minister for Finance.

The Prize Bond Company Limited carries on the business of administering the Prize Bond Scheme under contract from the National Treasury Management Agency.

The following subsidiaries will avail of the filing exemption available under Section 17 of the Companies (Amendment) Act, 1986, whereby they will annex the financial statements of An Post to their annual returns: Post Consult International Limited; Printpost Limited; Post.Trust Limited; Transpost Limited; Precision Marketing Information Limited; Arcade Property Company Limited; Prince’s Street Property Company Limited; An Post BillPost Processing Services Limited; An Post GeoDirectory Limited and Kompass Ireland Publishers Limited.

25. Lease Commitments

  Land &
Buildings
2009
€'000


Other
2009
€'000


Total
2009
€'000
Land &
Buildings
2008
€'000


Other
2008
€'000


Total
2008
€'000
Annual commitments under non-cancellable operating leases were as follows:
Group  
Expiring within one year 981 4,788 5,769 903 1,542 2,445
Expiring after one year and before five years 3,575 7,767 11,342 1,110 9,801 10,911
Expiring after five years 4,495 -  4,495 5,874 - 5,874
  9,051 12,555 21,606 7,887 11,343 19,230

Company
 
Expiring within one year 164 4,750 4,914 630 1,412 2,042
Expiring after one year and before five years 3,140 7,582 10,722 772 9,705 10,477
Expiring after five years 3,926 - 3,926 5,305 - 5,305
  7,230 12,332  19,562 6,707 11,117  17,824


Other lease commitments relate to equipment and motor vehicles. There were no material finance lease commitments either at 31 December, 2009 or 2008 or which were due to commence after that date.

26. Capital Commitments

  Group
2009
€'000
Group
2008
€'000
Company
2009
€'000
Company
2008
€'000
Contracted for 16,923 25,122 16,923 25,122
Authorised but not contracted for 46,223 14,416 46,223 14,416
  63,146 39,538 63,146 39,538

 

27. Related Party Disclosures And Controlling Party

Controlling party

The Group was controlled throughout the year by the Minister for Communications, Energy and Natural Resources who holds the entire issued share capital of An Post except for one ordinary share which is held by the Minister for Finance.

Transactions with related undertakings

An Post National Lottery Company

The Group provides An Post National Lottery Company, an undertaking not consolidated, with management and delivery services. Such services are carried out on an arm’s length basis or, where required, in accordance with the terms of the licence granted by the Minister for Finance to operate the National Lottery. The Company also provides agency services to An Post National Lottery Company whereby the Company makes sales and pays prizes on behalf of An Post National Lottery Company in accordance with the standard terms and conditions and remuneration structure common to all of An Post National Lottery Company’s agents. Group turnover for the year includes €6,346,000 (2008: €6,128,000) in respect of services provided to An Post National Lottery Company. These amounts are inclusive of a management fee of €2,993,000 (2008: €2,993,000) payable to the Company in accordance with the terms of the licence to operate the National Lottery.

The costs of staff working in An Post National Lottery Company are recharged from An Post at cost and amounted to €7,764,000 for the year ended 31 December, 2009 (2008: €7,442,000).

The amount owed by An Post National Lottery Company to the Company was €1,040,000 at 31 December, 2009 (2008: €979,000).

An Post has agreed to guarantee the performance by An Post National Lottery Company of its obligations under the licence for the holding of the National Lottery granted by the Minister for Finance. An Post has provided the guarantee, the maximum liability of which amounts to €10 million, for the duration of the licence to 31 December, 2011.

The Prize Bond Company Limited

Under the terms of a contract with The Prize Bond Company Limited, the Company carries out certain aspects of the administration of the Prize Bond Scheme. Fees earned by the Company in respect of such services amounted to €4,266,000 for the year ended 31 December, 2009 (2008: €3,104,000). The amount owed by The Prize Bond Company Limited to the Company was €799,000 at 31 December, 2009 (2008: €895,000).

Postbank Ireland Limited

The Company provides Postbank Ireland Limited (Postbank), with delivery services and agency services whereby the Company makes sales and accepts deposits and withdrawals on behalf of Postbank. The Company also earns commissions from Postbank on the sale of mobile phone top ups. Other group companies supply Postbank with computer related services. Such services are carried out on an arm’s length basis. Group turnover for the year includes €5,683,000 (2008 : €7,131,000) in respect of services provided to Postbank and commissions earned. The Company had for part of the year, seconded certain staff to Postbank and the related costs which amounted to €707,000 (2008 : €1,865,000) are recharged to Postbank. Postbank also provides certain management services to the Company, the value of which amounted to €617,000 (2008 : €507,000). The amounts owed by Postbank to the Group and Company in respect of these services at 31 December, 2009 were €4,278,000 (2008: €403,000) and €4,085,000 (2008: € nil) respectively. The amounts owed to Postbank by the Group and Company at 31 December, 2009 were €nil (2008: €1,754,000) and €nil (2008: €1,754,000) respectively. 

Transactions with Government departments and other State bodies

The Group provides, in the ordinary course of business, postage, agency, remittance and courier services to various Government departments and other State bodies on an arm’s length basis.

28. Contingencies

Group and Company

There were no contingent liabilities or guarantees at 31 December, 2009 or 2008 in respect of which material losses are expected other than as disclosed elsewhere in the financial statements.

29. Board Approval

The financial statements were approved by the Board of Directors on 25 March, 2010.