27 01 2010 Financial Statement English

27 01 2010 Financial Statement English tài liệu, giáo án, bài giảng , luận văn, luận án, đồ án, bài tập lớn về tất cả cá...

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PETROVIETNAM DRILLING AND WELL

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PETROVIETNAM DRILLING AND WELL SERVICE CORPORATION

2" Floor, Office Building, 12 Nam Ky Khoi Nghia Street, District 1

Ho Chỉ Minh City, S.R Vietnam

TABLE OF CONTENTS

CONTENTS

STATEMENT OF BOARD OF DIRECTORS

AUDITORS’ REPORT

CONSOLIDATED BALANCE SHEET

CONSOLIDATED JNCOME STATEMENT

CONSOLIDATED CASH FLOW STATEMENT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

ee Z7

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2™ Floor, Office Building, 12 Nam Ky Khoi Nghia Street, District 1

Ho Chi Minh City, S.R Vietnam

STATEMENT OF THE BOARD OF DIRECTORS

The Board of Directors of PetroVietnam Drilling and Well Service Corporation (“the Company”} and its

subsidiaries (“the Group”) presents this report together with the Group’s audited consolidated financial

statements for the year ended 31 December 2008

THE BOARDS OF MANAGEMENT AND DIRECTORS

The members of the Boards of Management and Directors of the Group who held office during the year and at

the date of this report are as follows:

Board of Management

Mr Do Dinh Luyen Chairman

Mr Do Van Khanh Member

Mr Tran Van Hoat Member

Mr Pham Tien Dung Member

Mr Nguyen Xuan Son Member

Mr Nguyen Hong Nam Member

Mr Dam Hai Giang Member

Board of Directors

Mr Do Van Khanh Chief Executive Officer and President

Mr Tran Van Hoat Vice President

Mr Van Duc Tong Vice President

Mr Luong Trong Diep Vice President

Mr Pham Tien Dung Vice President

Mr Ho Vu Hai Vice President

Ms Ho Ngoc Yen Phuong Vice President

BOARD OF DIRECTORS’ STATEMENT OF RESPONSIBILITY

The Board of Directors of the Group is responsible for preparing the consolidated financial statements of each

year, which give a true and fair view of the financial position of the Group and of its results and cash flows for

the year In preparing these consolidated financial statements, the Board of Directors is required to:

e _ select suitable accounting policies and then apply them consistently;

e make judgments and estimates that are reasonable and prudent,

e state whether applicable accounting principles have been followed, subject to any material departures

disclosed and explained in the consolidated financial statements;

e prepare the consolidated financial statements on the going concern basis unless it is inappropriate to

presume that the Group will continue in business; and

e design and implement an effective internal control system for the purpose of properly preparing the

financial statements so as to minimize errors and frauds

The Board of Directors is responsible for ensuring that proper accounting records are kept, which disclose,

with reasonable accuracy at any time, the financial position of the Group and to ensure that the consolidated

financial statements comply with Vietnamese Accounting Standards, Vietnamese Accounting System and

prevailing accounting regulations in Vietnam The Board of Directors is also responsible for safeguarding the

assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other

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2" Floor, Office Building, 12 Nam Ky Khoi Nghia Street, District 1

Ho Chi Minh City, S.R Vietnam

STATEMENT OF THE BOARD OF DIRECTORS (Continued)

The Board of Directors confirms that the Group has complied with the above requirements in preparing these

consolidated financial statements

L7

Chief Executive Officer and President

20 March 2009

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Deloitte Vietnam Company Limitec

"

te 111! Floor, Saigon Trade Center

e 37 Ton Duc Thang Street, District 1

Ho Chi Minh City, Vietnam Tei : +(84-8) 3910 0751

Fax: +(84-8) 3910 0750 www.deloitte.com

No: \60 /Deloitte-AUDHCM-RE

AUDITORS’ REPORT

To: The shareholders of PetroVietnam Drilling and Well Service Corporation

We have audited the accompanying consolidated balance sheet of PetroVietnam Drilling and Well Service

Corporation and its subsidiaries (“the Group”) as at 31 December 2008, and the related consolidated

statements of income and cash flows for the year ended 31 December 2008 The accompanying consolidated

financial statements are not intended to present the financial position, results of operations and cash flows in

accordance with accounting principles and practices generally accepted in countries and jurisdictions other

than Vietnam

Respective Responsibilities of the Board of Directors and Auditors

As stated in the Statement of the Board of Directors on pages 1 and 2, these consolidated financial statements

are the responsibility of the Group's Board of Directors Our responsibility is to express an opinion on these

consolidated financial statements based on our audit The consolidated financial statements of the Group for

the year ended 31 December 2007 were audited by another auditor whose report dated 15 March 2008,

expressed an unqualified opinion on those consolidated statements

Basis of Opinion

We have conducted our audit in accordance with Vietnamese Standards on Auditing Those standards require

that we plan and perform the audit to obtain reasonable assurance that the consolidated financial statements

are free of material misstatements An audit includes examining, on a test basis, evidence supporting the

amounts and disclosures in the consolidated financial statements An audit also includes assessing the

accounting principles used and significant estimates made by management, as well as evaluating the overall

consolidated financial statement presentation We believe that our audit provides a reasonable basis for our

opinion

Opinion

In our opinion, the accompanying consolidated financial statements give a true and fair view of, in all materjal

respects, the financial position of the Group as at 31 December 2008 and the results of its operations and a¥s

cash flows for the year then ended in accordance with Vietnamese Accounting Standards, Vietname§d:

Accounting System and prevailing accounting regulations in Vietnam

CPA Certificate No D.0028/KTV CPA Certificate No 0488/KTV

For and on behalf of

Deloitte Vietnam Company Limited

20 March 2009

Ho Chỉ Minh City, S.R Vietnam

Deloitte Touche Tohmatsu

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2™ Floor, Office Building, 12 Nam Ky Khoi Nghia Street, District 1 Consolidated Financia] Statements

Ho Chi Minh City, S.R Vietnam For the year ended 31 December 2008

CONSOLIDATED BALANCE SHEET

III Short-term receivables 130 1,056,945,202,837 1,040,549,863,371

1 Trade accounts receivable 131 1,043,280,603,366 711,618,493,896

2 Provision for devaluation of inventories 149 (1,675,429,892) -

1 Short-term prepayments 151 15,304,253,492 44,538, 100,047

2 Value added tax deductibles 152 5,296,448,738 1,880,930,495

3 Other tax receivable from State budget 154 1,131,403,825 1,131,403,825

4 Other short-term assets 158 4,366,044,406 3,68 1,047,448

li Long-term financial investments 250 245,120,496,730 77 522,144,578 ị

1 Investments in joint ventures 252 11 74,976,402,570 18,983,644,578 ị

2 Other long-term investments 258 12 172,694,670,160 58,538,500,000 :

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Consolidated Financial Statements 2" Floor, Office Building, 12 Nam Ky Khoi Nghia Street, District 1

Ho Chỉ Minh City, S.R Vietnam For the year ended 31 December 2008

CONSOLIDATED BALANCE SHEET (Continued)

Short-term borrowings and liabilities

Trade accounts payable

Advances from customers

Taxes and amounts payable to State budget

1, Other long-term payables

2 Long-term loans and liabilities

3 Provision for severance allowance

EQUITY

Shareholders’ equity

1, Charter capital

2 Share premium

3 Foreign exchange reserve

4 Investment and development funds

5 Financial reserve funds

6 Retained earnings

Other resources and funds

1, Bonus and welfare funds

Unit: VND 31/12/2007 1,968,627,891,788 672,053,506,293 109,174,332,022 289,795,227,982 8,757,884,541 28,473,913,608 11,853, 166,660 163,535,827,594 60,463, 153,886 1,296,574,385,495 1,294,047,113,324 2,527,272,171

1,864,223,187,039

1,830,445,769,483 1,101,397,300,000 201,153,600,000 9,872,495,037 58,751,471,235 34,554,623,567 424,716,279,644 33,777,417,556 33,777,417,556 497,063,044,589 4,329,914,123,416

The accompanying notes set out on pages 10 to 29 are an integral part of these consolidated financial statements

5

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2™ Floor, Office Building, 12 Nam Ky Khoi Nghia Street, District 1 Consolidated Financial Statements

Ho Chi Minh City, $.R Vietnam For the year ended 31 December 2008

CONSOLIDATED BALANCE SHEET (Continued)

As at 31 December 2008

FORM B 01-DN/HN

1 Goods held under trust or for processing (VND) 385,975,000

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2" Floor, Office Building, 12 Nam Ky Khoi Nghia Street, District 1 Consolidated Financial Statements

CONSOLIDATED INCOME STATEMENT For the year ended 31 December 2008 FORM B 02-DN/HN

13 (Loss)/Profit from other activities 40 (3,236, 147,946) §,093,117,000

14 Income from investment in joint ventures 50 11 54,115,856,630 32,498,277,000

Attributable to:

- Minority interest ‘ 18 10,817,239,081 4,483, 860,207

- The Group's shareholders 17 922,258,604, 791 571,901, 164,793

nings per share 80 24 7,431 6,192

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IL CASH FLOWS FROM OPERATING ACTIVITIES

2 Adjustments for:

Depreciation and amortization 02 184,828, 166,672 145,302,469,000

Unrealized exchange losses/(gains) 04 71,13 1,901,609 (177,371,000)

Gains from investing activities 05 (127,655,819,245) (55,963,145,000)

3 Operating profit before movements in working capital 08 1,144,221,396,661 748,032,936,000

(Increase)/Decrease in inventories 10 (130,446,865,251) 18,904,742,000

Increase/(Decrease) in accounts payable 11 951,605,571,545 (110,504,531,000)

Decrease/(Increase) in prepaid expenses 12 53,567,834,827 (56,692,609,000)

Corporate income tax paid 14 (7,838, 107,729) (15,961 ,6 13,000)

Net cash from operating activities 20 1,787,171,281,286 179,333,531 ,000

IL CASH FLOWS FROM INVESTING ACTIVITIES

1 Acquisition of fixed assets and other long - term assets 21 (3,424,336,178,517) (1,495,497,086,000)

2 Investments in other entities 25 (288,334,569,325) (72,196,579,000)

3 Interest income and dividends received 27 122,775,262,896 43,329,741,000

Net cash used in investing activities 30 (3,589,895,484,946) (1,524,363,924,000)

Il CASH FLOWS FROM FINANCING ACTIVITIES

3 Repayments of borrowings 34 (504,049,558,528) (275,321 ,404,000)

Net cash from financing activities 40 1,968,931,413,737 1,714,378,168,000

Net increase in cash and cash equivalents 50 166,207,210,077 369,347 775,000

Cash and cash equivalents at beginning of year 60 521,940,969,552 152,593,194,552

Effect of changes in foreign exchange rates 61 (357,952,669) -

Cash and cash equivalents at end of year 70 687,790,226,960 §21,940,969,552

The accompanying notes set out on pages 10 to 29 are an integral part of these consolidated financial statements

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CONSOLIDATED CASH FLOW STATEMENT (Continued)

For the year ended 31 December 2008

FORM B 03-DN/HN

Supplemental non-cash disclosures

Cash outflows for purchases of fixed assets and other long-term assets during the year exclude an amount of

VND 498,735,992,806 (2007: VND 296,019,592), representing an addition in fixed assets during the year that

has not yet been paid Consequently, changes in accounts payable have been adjusted by the same amount

Dividends paid during the year exclude an amount of VND 166,767,247,229 (2007: Nil), representing a

dividend declared during the year that has not yet been paid Consequently, changes in accounts payable have

been adjusted by the same amount

During the year 2008, the Group has declared dividends to its sharehoiders of VND 220,277,740,000 by

tacslating to shares capital This transaction did not constitute movement of cash and, accordingly, was not

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2™ Floor, Office Building, 12 Nam Ky Khoi Nghia Street, District 1 Consolidated Financial Statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FORM B 09-DN/HN

These notes are an integral part of and should be read in conjunction with the consolidated financial statements

Structure of ownership

The Group consisted of PetroVietnam Drilling & Well Service Corporation (the “Company”) and its

six (6) subsidiaries and three (3) joint ventures as follows:

The Company

The Company is a joint stock company established in Vietnam in accordance with the Business

Registration Certificates No 4103004335 dated 15 February 2006 and amendment on 18 June 2008

issued by the Department of Planning and Investment (“DPI”) of Ho Chi Minh City The Company

has emerged from the equitization of PetroVietnam Drilling and Well Service Company, a wholly-

owned subsidiary of Vietnam Oi] and Gas Corporation (hereinafter referred as “PetroVietnam’)

Majority of the Company’s shares are held by PetroVietnam, who currently holds 50.38% of the

Company’s shares The remaining 49.62% is held by other shareholders

The Company’s registered head office is located at 2"! Floor, 12 Nam Ky Khoi Nghia Street, District

1, Ho Chi Minh City, Vietnam

The Subsidiaries

PetroVietnam Drilling Investment Corporation (“PVD Invest”), initially named Pacific Drilling

Investment Corporation, is a joint stock company established in Vietnam in accordance with the

Business Registration Certificate No 4103006510 issued by the DPI of Ho Chi Minh City on 24

April 2007, as amended PVD Invest’s office is located at 8 Nguyen Hue Street, Nguyen Thai Binh

Ward, District 1, Ho Chi Minh City, Vietnam

PVD Offshore Services Company Limited (“PVD Offshore”) is a one member limited liabilities

company established in Vietnam in accordance with Business Registration Certificate No

4904000114 issued by the DPI of Ba Ria Vung Tau Province on 29 June 2007 PVD Offshore’s

registered office is located at 8 Hoang Dieu Street, Ward 1, Vung Tau City, Ba Ria Vung Tau

Province, Vietnam

Well Services Company Limited (“PVD Well”) is a one member limited liabilities company

established in Vietnam in accordance with Business Registration Certificate No 4104001468 issued

by the DPI of Ho Chi Minh City on 1 August 2007 PVD Well Services’s registered office is located

at 37 Ton Duc Thang Street, Ben Nghe District, Ho Chi Minh City, Vietnam

Petroleum Well Logging Company Limited (“PVD Logging”) is a one member limited liabilities

company established in Vietnam in accordance with Business Registration Certificate No

4104001513 issued by the DPI of Ho Chi Minh City on 7 August 2007 PVD Logging’s registered

office is located at 37 Ton Duc Thang Street, Ben Nghe District, Ho Chi Minh City, Vietnam

Petroleum Trading and Technical Services Company Limited (“PVD Tech”) is a one member limited

liabilities company established in Vietnam in accordance with Business Registration Certificate No

4104001532 issued by the DPI of Ho Chi Minh City on 9 August 2007 PVD TECH’s registered

office is located at 21 Nguyen Trung Ngan Street, Ben Nghe District, Ho Chi Minh City, Vietnam

PVD Technical Training & Certification Joint Stock Company Limited (“PVD Training”), formerly

Cuu Long Company Limited, is a joint stock company established in Vietnam in accordance with

Business Registration Certificate No 4903000441 issued by the DPI of Ba Ria Vung Tau Province

on 12 October 2007, as amended PVD Training’s registered office is located at Dong Xuyen

Industrial Zone, 30/4 Street, Rach Dua Ward, Vung Tau City, Ba Ria Vung Tau Province, Vietnam

The percentage of the Group’s ownership and the subsidiaries’ chartered capital and their capital

contribution status are further disclosed in note 10 of the notes to the consolidated financial

statements

10

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) FORM B 09-DN/HN

The Joint Ventures

BJ Services-PV Drilling Joint Venture Company Limited (“BJ-PVD”) is a joint venture company

established in Vietnam in accordance with Investment Certificate No 49202100003 issued by the

People’s Committee of Ba Ria Vung Tau Province on 28 September 2006 BJ-PVD’s registered

office is located at 65A 30/4 Street, Thang Nhat Ward, Vung Tau City, Ba Ria Vung Tau Province,

Vietnam

PV Drilling Production Testers International Company Limited (“PVD-PTI”) is a joint venture

company established in Vietnam in accordance with Investment Certificate No 491022000098 issued

by the People’s Committee of Ba Ria Vung Tau Province on 25 April 2008 PVD-PTI’s registered

office is located at 65A 30/4 Street, Thang Nhat Ward, Vung Tau City, Ba Ria Vung Tau Province,

Vietnam

PetroVietnam Drilling Tubulars Management Company Ltd (“PVD Tubulars”) is a joint venture

company established in Vietnam in accordance with Investment Certificate No 492022000134 dated

07 October 2008 issued by Ba Ria-Vung Tau Industrial Zone Department PVD Tubulars’s registered

office is located in Phu My 1 Industrial Zone, Tan Thanh District, Ba Ria — Vung Tau province,

Vietnam

Principal activities

The Group, through the parent company and its subsidiaries and joint ventures, is principally engaged

in providing drilling services, well services, drilling rig, equipment, manpower, oil spill control

service and other related services in the oil and gas industry

2 ACCOUNTING CONVENTION AND FISCAL YEAR

Accounting convention

The accompanying consolidated financial statements, expressed in Vietnam Dong (VND), are

prepared under the historical cost convention and in accordance with Vietnamese Accounting

Standards, Vietnamese Accounting System and prevailing accounting regulations in Vietnam

Fiscal year

The Group’s fiscal year begins on | January and ends on 31 December

3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The significant accounting policies, which have been adopted by the Group in the preparation of

these consolidated financial statements, are as follows:

Estimates

The preparation of consolidated financial statements in conformity with Vietnamese Accounting

Standards, Vietnamese Accounting System and prevailing accounting regulations in Vietnam requires

management to make estimates and assumptions that affect the reported amounts of assets, liabilities

and disclosures of contingent assets and liabilities at the date of the consolidated financial statements

and the reported amounts of revenues and expenses during the reporting period Actual results could

differ from those estimates

1

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2"! Floor, Office Building, 12 Nam Ky Khoi Nghia Street, District 1 Consolidated Financial Statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) FORM B 09-DN/HN

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and enterprises controlled by the Group up to 31 December each year Control is achieved where the Group has the power to govern the financial and operating policies of an investee enterprise so as to

obtain benefits from its activities

The results of subsidiaries acquired or disposed of during the year are included in the consolidated income statement from the effective date of acquisition or up to the effective date of disposal, as appropriate

Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used in line with those used by the Group

All inter-company transactions and balances between group enterprises are eliminated on

consolidation

Minority interests in the net assets of consolidated subsidiaries are identified separately from the Group’s equity therein Minority interests consist of the amount of those interests at the date of the original business combination (see below) and the minority’s share of changes in equity since the date of the combination Losses applicable to the minority in excess of the minority’s interest in the subsidiary’s equity are allocated against the interests of the Group except to the extent that the minority has a binding obligation and is able to make an additional investment to cover the losses

Business combinations

On acquisition, the assets and liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired is credited to profit and loss in the period

of acquisition

The interest of minority shareholders is initially measured at the minority’s proportion of the net fair value of the assets, liabilities and contingent liabilities recognized

Interests in joint ventures

A joint venture is a contractual arrangement whereby the Group and other parties undertake an economic activity that is subject to joint control, which is when the strategic financial and operating policy decisions relating to the activities require the unanimous consent of the parties sharing control Where a group entity undertakes its activities under joint venture arrangements directly, the Group's share of jointly controlled assets and any liabilities incurred jointly with other ventures are recognized in the financial statements of the relevant entity and classified according to their nature Liabilities and expenses incurred directly in respect of interests in jointly controlled assets are accounted for on an accrual basis Income from the sale or use of the Group's share of the output of jointly controlled assets, and its share of joint venture expenses, are recognised when it is probable that the economic benefits associated with the transactions will flow to/from the Group and their,

ar Joint venture arrangements that involve the establishment of a separate entity in which each venture’ /* has an interest are referred to as jointly controlled entities The Group reports its interests in jointly“ controlled entities using the equity method of accounting

Any goodwill arising on the acquisition of the Group's interest in a jointly controlled entity is accounted for in accordance with the Group's accounting policy for goodwill arising on the acquisition of a subsidiary

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) FORM B09-DN/HN

Goodwill

Goodwill represents the excess of the cost of acquisition over the Group’s interest in the net fair value

of the identifiable assets, liabilities and contingent liabilities of a subsidiary, associate or jointly

controlled entity at the date of acquisition Goodwill is recognized as an asset and is amortized on the

straight-line basis over 10 years

Goodwill arising on the acquisition of an associate is included within the carrying amount of the

associate Goodwill arising on the acquisition of subsidiaries and jointly controlled entities is

presented separately as intangible asset in the balance sheet

On disposal of a subsidiary, associate or jointly controlled entity, the attributable amount of

unamortized goodwill is included in the determination of the profit or loss on disposal

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, demand deposits and short-term, highly liquid

investments that are readily convertible to known amounts of cash and which are subject to an

insignificant risk of changes in value

Provision for doubtful debts

Provision for doubtful debts is made for receivables that are overdue for three months or more, or

when the debtor is in dissolution, bankruptcy, or in similar difficulties

Inventories

Inventories are stated at the lower of cost and net realizable value Cost comprises direct materials

and where applicable, direct labor costs and those overheads that have been incurred in bringing the

inventories to their present location and condition Cost is calculated using the weighted average

method Net realizable value represents the estimated selling price less all estimated costs to

completion and costs to be incurred in marketing, selling and distribution

The provision for devaluation of inventories is made for obsolete, damaged, or sub-standard

inventories which have a book value higher than net realizable value as at the balance sheet date

Tangible fixed assets and depreciation

Tangible fixed assets are stated at cost less accumulated depreciation The cost of purchased tangible

fixed assets comprises its purchase price and any directly attributable costs of bringing the assets to

its working condition and location for its intended use The costs of self-constructed or manufactured

assets are the actual construction or manufacturing cost plus installation and test running costs

Tangible fixed assets are depreciated using the straight-line method over their estimated useful lives

as follows:

With effect from 1 January 2008, the Group’s management decided to change the Group’s

depreciation rate applied for drilling rigs, from 7 years to 10 years for the land-rig and from 12 years

to 15 years for the jack-up rig, respectively

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