NOTES TO THE FINANCIAL STATEMENTS
7 FINANCIAL LIABILITIES
Minimum rental and lease obligations are composed as follows:
DKKM
2006 2005 Until 1 year after the balance sheeet date 159 144 Between 1 and 5 years after the balance sheet date 187 177 Over 5 years from the balance sheet date 40 43
For details about other financial liabilities, see note 20 to the consolidated financial statements.
Post Danmark A/S is together with Budstikken Transport A/S jointly and severally liable for total income tax imposable on the jointly taxed companies until 31 December 2004.
Post Danmark A/S is an administration company in the joint taxation with its subsidiaries. The individual companies in the joint taxation are only liable for income tax, taxes on account and back taxes including surcharges and interest to the extent they relate to the income tax allocated between the companies. When Post Danmark A/S as an administration company receives payment from the Group’s jointly taxed companies, Post Danmark A/S acquires the liability for this payment.
BUDSTIKKEN TRANSPORT A/S
The company provides courier services every- where in Denmark. The company’s activities are characterised by high flexibility, substantial local knowledge and a 24-hour standby service. 24- hour satellite monitoring is used to follow car logistics operations.
In 2006, the company’s revenue was DKK 131 million. Profit before tax was DKK 6 million and equity amounted to DKK 15 million.
The company is wholly owned by Post Dan- mark.
DATA SCANNING A/S
The company scans and interprets documents, after which they are distributed electronically.
The company’s products cater for enterprises wanting to receive letters, invoices and forms etc. through data communication. In this way, the company achieves full integration of the physical mail flow in its electronic case process- ing systems. Other services offered are scanning of documents and electronic storage of the scanned documents.
The company’s main focus is on scanning services that are related to and add value to conventional products for postal distribution.
In 2006, the company’s revenue was DKK 79 million. Profit before tax was DKK 4 million and equity amounted to DKK 9 million.
The company is wholly owned by Post Dan- mark.
PAN NORDIC LOGISTICS AB (PNL)
The company is engaged in parcel distribu- tion, primarily within, to and from the Nordic countries.
The company has developed advanced technol- ogy for parcel and logistics solutions as well as courier products to ensure end-to-end control.
In 2006, the company’s revenue was DKK 1,042 million. Profit before tax was DKK 34 million and equity amounted to DKK 73 million (includ- ing subordinate loan capital).
The company is owned by Post Danmark and Posten Norge A/S in equal shares.
e-BOKS A/S
The company distributes and stores electronic mail.
Through e-Boks, senders can have letters delivered to the recipients’ safe electronic post office boxes via the Internet. A number of large companies and local authorities have joined e-Boks. This enables them to send statements of account, tax returns, preliminary assessments of income, etc. directly to a personal electronic post office box.
In 2006, the company’s revenue was DKK 25 million. Profit before tax was DKK 4 million and
service, De Post – La Poste.
De Post – La Poste’s revenue and profit before tax for 2006 are not published yet. The share capital is EUR 1 million.
The company is owned by Post Danmark and PIE Group (a company of the CVC Capital Part- ners Group) in equal shares.
TRANSPORTGRUPPEN A/S
The company provides transport of parcels and groupage throughout Denmark and has furthermore warehouses available at various locations.
On 4 January 2007, Post Danmark acquired 51 per cent of the company.
MORGENDISTRIBUTION DANMARK A/S
The object of the company is to distribute the free newspaper, Nyhedsavisen, and later also other unaddressed mail for household distribu- tion.
In 2006 (3 months), the company’s revenue was DKK 33 million and equity amounted to DKK 0.5 million.
At year-end 2006, Post Danmark owned 49 per cent of the company. This ownership interest was sold on 7 February 2007.
BUSINESS CUSTOMERS
CUSTOMER-ORIENTED BUSINESS UNITS INTERNAL BUSINESS UNITS
Anders Due Deputy Executive
PRIVATE CUSTOMERS
Søren Ravn Jensen Deputy Executive COURIER, EXPRESS, PARCELS Carsten Dalbo Pedersen Deputy Executive INTERNATIONAL POST Finn Yde-Andersen International General Manager LETTER PRODUCTION AND TRANSPORT Finn Hansen Deputy Executive DISTRIBUTION Mogens Madsen Deputy Executive INTERNAL PRODUCTION AND SERVICE Sune Stausholm Deputy Executive COMMUNICATIONS
Ole Schmidt Pedersen Head of Communications
GROUP FINANCE
Torsten Fels Deputy Executive
HUMAN RESOURCES
Hans Erik Nielsen Deputy Executive
EXECUTIVE BOARD SECRETARIAT
Jørn Schmidt Head of Executive Board Secretariat
LOGISTICS
Bo H. Nielsen Head of Logistics
PRODUCT MANAGEMENT/MARKETING
Søren-Michael Pihl Head of Product Management/Marketing
POST DANMARK INFORMATION TECHNOLOGY
Jens Risgaard Deputy Executive Palle Juliussen, Member of the Executive Board
Bjarne Wind, Member of the Executive Board
BUSINESS INTEGRATION
Herman Petersson Head of Business Integration
position on the Copenhagen Stock Exchange’s revised recommendations on corporate govern- ance on a continuous basis. Post Danmark essentially meets the recommendations of the Stock Exchange. A few recommendations are not relevant because Post Danmark is a state- owned public limited company. A few other recommendations are not met because they are not considered appropriate to the company. The recommendations not met are stated below together with an explanation of why. Reference is also made to Post Danmark’s website where the detailed position taken by the Board of Directors on all recommendations can be seen.
MANAGEMENT AT POST DANMARK
Openness in all stakeholder relations plays a central role for Post Danmark. Good corpo- rate governance is a prerequisite for all Post Danmark’s activities because efficient govern- ance is for the benefit of stakeholders and the company itself.
The company’s fundamental management model is the Excellence model from the Euro- pean Foundation for Quality Management. The model calls for a systematic description of the target areas: leadership, policy and strategy, people, partnerships and resources as well as processes. The results achieved are measured and evaluated on an ongoing basis.
Post Danmark has a two-tier management structure, which consists of a board of directors and an executive board. The two are independ-
provisions of Danish legislation, a number of directors equal to half the number of directors elected by the general meeting at the time an election of employees is called. The directors elected by the employees have the same rights, duties and responsibilities as the directors elected by the general meeting.
According to the Copenhagen Stock Exchange’s recommendations on good corporate govern- ance, it is recommended that directors elected by the general meeting come up for election every year at the annual general meeting. In the report ‘The Danish State as Shareholder’ published by the Danish Ministry of Finance, the Ministry of Transport and the Ministry of Eco- nomic and Business Affairs, on the other hand, it is stated that, from an overall point of view, an election period of 2-3 years is considered more appropriate. Members of Post Danmark’s Board of Directors, who are elected by the gen- eral meeting, come up for election every second year. Directors are eligible for re-election. The election of employee directors takes place every four years, the next time for 2007-2011.
According to the Copenhagen Stock Exchange’s recommendations on good corporate govern- ance, it is recommended to set a fixed age limit for directors. The Board of Directors of Post Danmark finds a fixed age limit to be irrelevant, and the recommendation is therefore not met. It must at any time be up to the shareholders to evaluate who is to have a seat on the Board of Directors.
Directors.
INTERNAL CONTROLS
Post Danmark must ensure that there are no material weaknesses in the internal controls which may lead to material misstatement in the financial statements. Post Danmark is striving to ensure a satisfactory operating control environ- ment which is effective and adequate and in which all material risks, controls and processes are described.
INTERNAL AUDIT
Internal Audit provides independent and objec- tive assessments of as well as proposals for improvements of processes and the quality of the internal control, including an assessment of the control environment level and whether the corporate management is appropriate. During the year, the company cooperates with Internal Audit as an independent consulting partner. Internal Audit reports to the Board of Directors and is not subject to the Executive Board.
At the end of 2006, Internal Audit was certified for compliance with the profession’s interna- tional standards. Certification was made by the standard-setting organisation, The Institute of Internal Auditors.
Managing Director or Chairman of the Board of Directors of the companies of Fritz Schur Gruppen
Member of the Board of Directors of: DONG Energy A/S (Chairman) F. Uhrenholt Holding A/S (Chairman) Brd. Klee A/S (Deputy Chairman) SAS AB
ByrumLabfl ex A/S
DE POST NV/LA POSTE SA, Belgium
PETER TÖRNQUIST, SENIOR MANAGING DIRECTOR, DEPUTY CHAIRMAN
Born 1953
Joined the Board of Directors of Post Danmark A/S in 2005
Senior Managing Director of CVC Capital Part- ners Svenska AB
Member of the Board of Directors of: RTV AB, Sweden (Chairman)
Starbreeze Studios AB, Sweden (Deputy Chair- man)
Post Invest SA, Luxemburg CVC Capital Partners Svenska AB CVC Capital Partners Danmark A/S MHolding AB
MHolding 1AB
MOGENS BUNDGAARD-NIELSEN, MANAGING DIRECTOR
Born 1939
Joined the Board of Directors of Post Danmark SOV in 1995
Member of the Board of Directors of: LFI A/S
BJARNE HANSEN, SHIPOWNER
Born 1940
Joined the Board of Directors of Post Danmark A/S in 2005
Group Managing Director of F. Uhrenholt Hold- ing A/S
Member of the Board of Directors of: Billund Lufthavn A/S (Chairman) Comwell a-s (Chairman)
Skako Industries A/S (Deputy Chairman) F. Uhrenholt Holding A/S (as well as F. Uhrenholt A/S and Emborg Foods A/S)
Aalborg Industries Holding A/S (as well as Aal- borg Industries A/S)
Keppel Offshore and Marine Pty. Ltd. Singapore
HANNE LUND, MANAGING DIRECTOR
Born 1952
Joined the Board of Directors of Post Danmark A/S in 2002
ANNE BIRGITTE LUNDHOLT, CHIEF EXECUTIVE OFFICER
Born 1952
Joined the Board of Directors of Post Danmark A/S in 2005
Member of the Board of Directors of: Banedanmark (Chairman)
Nordea AB
SCF Technologies A/S
ISA ROGILD, CHAIRPERSON
Born 1949
A/S and Chairman of the Board of Directors of one wholly owned subsidiary
Member of the Board of Directors of: Rich. Müller A/S (Chairman) Grønbech & Sønner A/S (Chairman) Aktieselskabet Ny Kalkbrænderi (Chairman) and Chairman of the Board of Directors of two wholly owned subsidiaries
SØREN VESTERGAARD-POULSEN, MANAGING DIRECTOR
Born 1969
Joined the Board of Directors of Post Danmark A/S in 2005
Managing Director of CVC Capital Partners Danmark A/S
Member of the Board of Directors of: MHolding A/S (Chairman)
CVC Capital Partners Svenska AB Post Invest SA, Luxemburg EPG SA, Luxemburg
DE POST NV/LA POSTE SA, Belgium
International Post
Member of the Board of Directors of: Pan Nordic Logistics AB
MIE GROUP S.A., Luxemburg, (Chairman) POST INVEST EUROPE S.A.R.L., Luxemburg, (Chairman)
DE POST NV/LA POSTE SA, Belgium
K.B. PEDERSEN, DEPUTY CHIEF EXECUTIVE