Notes to the company financial statements

All amounts in millions of euros unless stated otherwise.

Accounting policies

The company financial statements have been prepared in accordance with the provisions of Part 9, Book 2 of the Dutch Civil Code, and the same accounting policies have been applied as in the consolidated financial statements as permitted by Section 362(8), Part 9, Book 2 of the Dutch Civil Code, except that subsidiaries are carried at net asset value determined on the basis of the IFRS accounting policies used in the consolidated financial statements. The descriptions of the activities and structure of the enterprise as stated in the ‘Notes to the consolidated financial statements’ also apply to the company financial statements.

Remuneration of the Board of Management and Supervisory Board

See note 6 ‘Remuneration of the Board of Management and Supervisory Board’ to the consolidated financial statements for the remuneration of Board of Management and Supervisory Board pursuant to Section 383, Part 9, Book 2 of the Dutch Civil Code.

Financial assets

Subsidiaries

Receivables from subsidiaries

Other receivables

Deferred income tax assets

Total

At 1 January 2016

-

-

-

-

-

Share of profit of subsidiaries

-

-

-

-

-

Dividend received

-

-

-

-

-

Disposal of subsidiaries (Network Group)

-

-

-

-

-

Movements in loans to subsidiaries

-

-

-

-

-

Movements in fair value of derivative financial instruments in equity

-

-

-

-

-

Purchase of derivative financial instruments

-

-

-

-

-

Acquisition of non-controlling interests

-

-

-

-

-

Translation differences

-

-

-

-

-

At 31 December 2016

-

-

-

-

-

Inbreng N.V. Eneco Beheer per 30 Januari 2017

2,819

-

-

-

2,819

Resultaat dochterondernemingen

81

-

-

-

81

Revaluations of financial assets

-

-

-

-

-

Movement in cash flow hedges

-28

-

-

-

-28

Translation differences

-6

-

-

-

-6

At 31 December 2017

2,866

-

-

-

2,866

Equity

Movements in the equity of Eneco Groep N.V. were as follows:

Paid-up and called-up share capital

Share premium

Translation reserve

Cash flow hedge reserve

Undistributed profit of shareholdings reserve

Research and development expenses reserve

Undistributed profit

Total

At 12 December 2016

-

-

-

-

-

-

-

-

At 31 December 2016

-

-

-

-

-

-

-

-

Contribution N.V. Eneco Beheer on 30 January 2017

-

2,743

-

38

33

5

-

2,819

Movements further in the financial year

-

-

-6

-28

-

-

81

47

At 31 December 2017

-

2,743

-6

10

33

5

81

2,866

See note 'Equity' to the consolidated financial statements for details of individual components of equity.

Statutory reserves are recognised pursuant to Part 9, Book 2 of the Dutch Civil Code. Eneco Groep N.V.’s statutory reserves are a translation reserve, cash flow hedge reserve, retained earnings, reserve for undistributed profit of associates and a reserve for research and development costs. On the contribution of N.V. Eneco Beheer, Eneco Groep N.V. took over all the statutory reserves of N.V Eneco Beheer and its subsidiaries.

The total amount of the undistributed profit of shareholdings and research and development expenses reserves (€38 million) was deducted from the share premium and not adjusted through Retained earnings since Eneco Groep N.V. does not yet have any retained earnings.

Distributable results

Eneco Groep N.V. did not distribute a dividend in 2017.

The non-distributable capital attributable to Eneco Groep N.V.’s shareholders was €51 million at 31 December 2017. The individual method was used for the cash flow hedge reserve.

Contingent assets and liabilities

Liability

Eneco Groep N.V. has issued a declaration of joint and several liability pursuant to Section 403(1)(f), Part 9, Book 2 of the Dutch Civil Code for the principal subsidiaries marked with an * in the list of subsidiaries, joint operations, joint ventures and associates.

Fiscal unity

Eneco Groep N.V. is an autonomous taxpayer for corporate income tax and VAT purposes.

Auditor’s fees

The fees below relate to the fee for accountancy and consultancy services by Eneco’s external auditor, Deloitte Accountants B.V., as defined in Section 1.1 of the Audit Firms Supervision Act ('Wet toezicht accountantsorganisaties' - Wta), and includes those charged by entities associated with the auditor in the Deloitte network.

x € 1.000

Deloitte Accountants B.V.

Affiliated Deloitte entities

Total 2017

Audit of the financial statements

1,421

35

1,456

Other audit engagements

309

503

812

Tax consultancy

10

10

Other non-audit services

19

4

22

Total

1,748

552

2,300

The fee for the audit of the Eneco Groep N.V financial statements included audit work on the consolidated and company financial statements of this company. The above fees relating to the audit of the 2017 financial statements include work not performed during the reporting period.

Other audit engagements are the audit of the statutory financial statements of subsidiaries and related engagements. Other non-audit services are those permitted by law and regulations.

Events after the reporting date

See note 'Events after the reporting date' to the consolidated financial statements for events after the reporting date.

Proposed appropriation of the 2017 profit

A proposal will be put to the General Meeting of Shareholders on 28 March 2018 to declare a dividend to the shareholders of €63.5 million from the consolidated profit after tax attributable to the shareholders. This represents a distribution of €12.77 per share for 2017. The dividend will be paid on xx April 2018. €46 million of the remaining consolidated profit has been appropriated and added to the share premium. A proposal will also be made to add the remaining €17.5 million of the consolidated profit to Retained earnings.

Rotterdam, 16 February 2018

Eneco Groep N.V.

Board of Management

Supervisory Board

J.F. (Jeroen) de Haas, chairman

E.H.M. (Edo) van den Assem, chairman

C.J. (Kees-Jan) Rameau

H.G. (Henk) Dijkgraaf

G.A.J. (Guido) Dubbeld

M. (Mirjam) Sijmons

F.C.W. (Frans) van de Noort

M.E. (Marike) van Lier Lels

M.B.A. (Marco) Keim

R. (Rob) Zandbergen

A. (Atzo) Nicolaï

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