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CPS Cpl Resources Plc

995.00
0.00 (0.00%)
23 Jul 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Cpl Resources Plc LSE:CPS London Ordinary Share IE0007214426 EUR0.10
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 995.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

IFRS Restatement

24/01/2006 7:02am

UK Regulatory


RNS Number:3228X
CPL Resources PLC
24 January 2006


                               CPL RESOURCES PLC

                     Restatement of June 2005 Results under

                  International Financial Reporting Standards


                                20 January 2006




1.     Summary of impact on key financial information

The following table summarises the impact of the transition to IFRS on the
Group's key consolidated financial information for the year ended 30 June 2005.

                                                                          Irish GAAP                       IFRS

                                                                               Euro'000                      Euro'000
Revenue                                                                      105,265                    105,265
Profit before tax                                                              5,444                    5,782 *
Basic earnings per share (EPS)                                             13.0 cent                  13.9 cent
Adjusted EPS **                                                            13.9 cent                  13.9 cent
Fully diluted EPS                                                          12.8 cent                  13.8 cent
     
*    The reason for the change in the profit before tax is the reversal of
     goodwill amortisation.

**   Adjusted EPS takes into account the reversal of goodwill amortisation.


2.   Overview

The council of the European Union announced in June 2002 that listed groups must
adopt EU endorsed International Financial Reporting Standards (IFRS) in their
consolidated financial statements for periods commencing on or after 1 January
2005. However, as CPL Resources Plc (the Group) is listed on the Irish
Enterprise Exchange, IFRS implementation is not mandatory for the Group until 1
January 2008 but the Group has opted for early adoption. Accordingly, the Group
will publish its 30 June 2006 consolidated financial statements in accordance
with EU endorsed IFRS. The Group's date of transition to IFRS is 1 July 2004.
The Group's interim financial information for the six months ended 31 December
2005 will be prepared in accordance with the recognition and measurement
principles of IFRS. The results shown in this document for the six month period
ended 31 December 2004, and the year ended 30 June 2005 have been restated to
reflect the recognition and measurement principles of IFRS on a consistent
basis.

This document outlines the impact of the transition to IFRS and the key changes
arising for the Group. It also provides a detailed reconciliation of the Group's
financial information as previously reported under Irish GAAP and as restated in
accordance with the recognition and measurement principles of IFRS expected to
be applied in the full year consolidated financial statements to 30 June 2006.

The restated interim financial information for the six months ended 31 December
2004 is unaudited. The restatement of the preliminary financial information for
the year ended 30 June 2005 has been audited by the Group's auditors, KPMG,
Chartered Accountants. Their audit opinion in this regard is set out in 
Appendix 5.

This document deals with the transition to IFRS under the following sections:

  * Basis of preparation of financial statements under IFRS

  * Principal exemptions availed of on transition to IFRS

  * Review of main changes arising on transition to IFRS

The impact of the transition to IFRS on reported performance, financial position
and other key financial information previously reported under Irish GAAP is set
out in the attached appendices.

     
3.   Basis of preparation of financial statements under IFRS

This preliminary financial information comprising the consolidated preliminary
IFRS balance sheet of the Company and its subsidiaries at 1 July 2004, 31
December 2004 and 30 June 2005, the consolidated preliminary IFRS income
statements for the year ended 30 June 2005 and the six month period ended 31
December 2004, has been prepared on the basis of the recognition and measurement
requirements of IFRSs in issue that either are adopted by the EU and effective
(or available for early adoption) at 30 June 2006 or are expected to be adopted
and effective (or available for early adoption) at 30 June 2006, the Group's
first annual reporting date at which it will use accounting standards adopted by
the EU. Based on these recognition and measurement requirements, management has
made assumptions about the accounting policies expected to be applied when the
first annual financial statements are prepared in accordance with accounting
standards adopted by the EU for the year end 30 June 2006.

The accounting standards adopted by the EU that will be effective (or available
for early adoption) in the annual financial statements for the year ending 30
June 2006 are still subject to change and to additional interpretations and
therefore cannot be determined with certainty. Accordingly, the accounting
policies will only be finally determined when the annual financial statements
are prepared for the year ended 30 June 2006. The provisional group accounting
policies used in the preparation of this document are set on in Appendix 4.

Details of the exemptions availed of on transition to IFRS are set out in
Section 4. No adjustments have been made for any changes in estimates made at
the time of approval of the 2005 consolidated financial statements.


4.   Principal exemptions availed of on transition to IFRS

IFRS 1, "First-time adoption of International Financial Reporting Standards",
sets out the procedure that the Group must follow when it adopts IFRS for the
first time as the basis for preparing its consolidated financial statements. The
Group is required to establish its IFRS accounting policies for the year ended
30 June 2006 and, in general, apply these retrospectively to determine the IFRS
opening balance sheet at the transition date of 1 July 2004. The standard
permits a number of specified exemptions from the general principle of
retrospective restatement and the Group has elected, in common with most other
listed companies, to avail of a number of these exemptions as follows:

(i)   Business combinations

The Group has chosen not to restate business combinations that occurred prior to
the transition date of 1 July 2004. As a result, goodwill at the transition date
is carried forward at its net book value and, together with goodwill arising on
business combinations after the transition date, is subject to annual impairment
testing in accordance with IAS 36 "Impairment of Assets". As required by IFRS 1,
goodwill was assessed for impairment as at the transition date and no impairment
charges resulted from this exercise.

(ii)  Share-based payment

The Group has availed of the transitional arrangements, which permit the
recognition and measurement principles of IFRS 2, "Share based Payment" to be
applied only to options granted after 7 November 2002.


(iii) Financial instruments

The group is applying IAS 32, "Financial Instruments; Presentation and
Disclosure" and IAS 39, "Financial Instruments: Recognition and Measurement"
from 1 July 2005. Consequently, financial instruments are recognised in
accordance with Irish GAAP in the 2005 (interim and full year) financial
information. However, there will be no material impact on the financial
reporting of the Group on adoption of these standards.

     
5.   Review of main changes arising on transition to IFRS

The most significant changes arising from the transition to IFRS from Irish GAAP
are described in the following paragraphs. The impact of these changes on the
Group's 2005 full year and interim income statements and balance sheets is set
out in Appendix 3 and is based on the provisional group accounting policies as
set out in Appendix 4.

(i)   IFRS 3 "Business Combinations"

Under Irish GAAP, goodwill recognised on acquisitions made after 1997 was
amortised over its useful life of 20 years. Under IFRS 3, goodwill is no longer
amortised but instead is subject to annual impairment testing. At 1 July 2004,
the transition date, the Group held a net goodwill asset of Euro5.5 million which
is carried forward at its net book value and, together with goodwill arising on
business combinations subsequent to the transition date, is subject to annual
impairment testing in accordance with IAS 36, "Impairment of Assets". As a
result, the 2005 charge of Euro338,000 under Irish GAAP for goodwill amortisation
is not charged under IFRS and results in an increase in pre-tax profit.

Under Irish GAAP, the Group previously reversed the goodwill amortisation charge
to determine adjusted earnings per share. This change, therefore, more
appropriately aligns the accounting treatment of goodwill with the Group's
presentation of the underlying earnings performance of the business.

At 30 June 2005, impairment reviews were performed on goodwill and no impairment
charges resulted from this exercise.

(ii)  Dividend recognition

Under IAS 10, "Events after the balance sheet date", proposed dividends are not
recognised. Consequently, the proposed dividends of Euro221,000 and Euro368,000
provided in the balance sheets at 1 July 2004 and 30 June 2005 respectively, as
originally prepared under Irish GAAP, have been reversed in the IFRS balance
sheets. These are purely timing differences as both of these dividends were
subsequently paid.

(iii) IAS 38 "Intangible assets"

Under Irish GAAP, computer software was previously capitalised as a tangible
fixed asset. Under IAS 38, computer software that is not an integral part of an
item of computer hardware is capitalised as an intangible asset. The net book
value of computer software at 1 July 2004 (Euro93,000), 31 December 2004 (Euro113,000)
and 30 June 2005 (Euro167,000) has been reclassified from property, plant and
equipment to intangible assets in the balance sheet. There is no impact on the
income statement.


Appendix 1

Restated income statements

                                          IFRS           IFRS     Irish GAAP
                               Half Year ended     Year ended     Year ended
                              31 December 2004   30 June 2005   30 June 2005
                                    (Unaudited)      (Audited)      (Audited)
                                         Euro'000          Euro'000          Euro'000

Group revenue                           49,619        105,265        105,265
Cost of sales                          (40,326)       (85,193)       (85,193)

Gross profit                             9,293         20,072         20,072
Administrative expenses                 (6,127)       (12,845)       (13,183)
Distribution expenses                     (621)        (1,528)        (1,528)

Operating profit                         2,545          5,699          5,361

Financial income                            33            108            108
Financial expenses                          (5)           (25)           (25)

Profit before tax                        2,573          5,782          5,444
Income tax                                (359)          (666)          (666)

Profit for the financial period          2,214          5,116          4,778

Basic earnings per share              6.0 cent      13.9 cent      13.0 cent

Fully diluted earnings per share      6.0 cent      13.8 cent      12.8 cent



Appendix 2

Restated balance sheets

                                 IFRS                  IFRS             IFRS
                          1 July 2004      31 December 2004     30 June 2005
                                Euro'000                 Euro'000            Euro'000
Assets
Non-current assets
Goodwill                        5,527                 5,527            5,622
Intangible assets                  93                   113              167
Property, plant and
equipment                         877                   866              811
Total non-current assets        6,497                 6,506            6,600

Current assets
Trade and other receivables    11,789                13,086           13,372
Cash and cash equivalents       6,689                 7,497           11,661
Total current assets           18,478                20,583           25,033

Total assets                   24,975                27,089           31,633

Equity
Issued capital                  3,677                 3,677            3,688
Share premium                   1,656                 1,656            1,671
Capital conversion
reserve fund                       57                    57               57
Merger reserve                 (3,357)               (3,357)          (3,357)
Retained earnings              13,451                15,444           18,051
Total equity                   15,484                17,477           20,110

Liabilities
Non-current liabilities
Financial liabilities             309                   311              300
Provisions                        250                   178              111
Total non-current
liabilities                       559                   489              411

Current liabilities
Financial liabilities           1,051                    16               16
Trade and other payables        7,612                 8,927           10,892
Corporation tax payable           155                    58               85
Provisions                        114                   122              119
Total current liabilities       8,932                 9,123           11,112

Total liabilities               9,491                 9,612           11,523

Total equity
and
liabilities                    24,975                27,089           31,633



Appendix 3

Reconciliations of Irish GAAP to IFRS

3.1 Consolidated income statement for the year ended 30 June 2005 (audited)


                              Original          Reversal          Restated
                      under Irish GAAP       of goodwill        under IFRS
                          30 June 2005      amortisation      30 June 2005
                                 Euro'000             Euro'000             Euro'000

Group revenue                  105,265                 -           105,265
Cost of sales                  (85,193)                -           (85,193)

Gross profit                    20,072                 -            20,072
Administrative expenses        (13,183)              338           (12,845)
Distribution expenses           (1,528)                -            (1,528)

Operating profit                 5,361               338             5,699

Financial income                   108                 -               108
Financial expenses                 (25)                -               (25)

Profit before tax                5,444               338             5,782
Income tax expense                (666)                -              (666)

Profit for the financial 
year                             4,778               338             5,116

Attributable to Equity 
holders of the parent            4,778                               5,116

Basic earnings per share          13.0                                13.9

Adjusted earnings per
share                             13.9                                13.9

Fully diluted earnings per
share                             12.8                                13.8




2. Consolidated balance sheet as at 30 June 2005 (audited)


                        Original Dividends     Reversal     Software   Restated
                     under Irish  Proposed  of goodwill Reclassified under IFRS
                            GAAP     Euro'000 amortisation        Euro'000    30 June
                    30 June 2005                  Euro'000                    2005
                           Euro'000                                          Euro'000
Assets
Non-current assets
Goodwill                   5,284                    338                   5,622
Intangible assets              -         -            -          167        167
Property, plant and
equipment                    978         -            -         (167)       811
Total non-current
assets                     6,262         -          338            -      6,600

Current assets
Trade and other
receivables               13,372         -            -            -     13,372
Cash and cash
equivalents               11,661         -            -            -     11,661
Total current assets      25,033         -            -            -     25,033

Total assets              31,295         -          338            -     31,633

Equity
Issued capital             3,688         -            -            -      3,688
Share premium              1,671         -            -            -      1,671
Capital conversion
reserve fund                  57         -            -            -         57
Merger reserve            (3,357)        -            -            -     (3,357)
Retained earnings         17,345       368          338            -     18,051
Total equity              19,404       368          338            -     20,110

Liabilities
Non-current liabilities
Financial liabilities        300         -            -            -        300
Provisions                   111         -            -            -        111
Total non-current
liabilities                  411         -            -            -        411

Current liabilities
Financial liabilities         16         -            -            -         16
Trade and other 
payables                  11,260         -            -            -     10,892
Corporation
tax payable                   85         -            -            -         85
Provisions                   119      (368)           -            -        119
Total current
liabilities               11,480      (368)           -            -     11,112

Total liabilities         11,891      (368)           -            -     11,523

Total equity and
liabilities               31,295         -          338            -     31,633



3. Consolidated IFRS transition balance sheet as at 1 July 2004 (audited)


                                 Original Dividends      Software      Restated
                         under Irish GAAP  Proposed  Reclassified    under IFRS
                              1 July 2004     Euro'000         Euro'000   1 July 2004
                                    Euro'000                                 Euro'000
Assets
Non-current assets
Goodwill                            5,527         -             -         5,527
Intangible assets                       -         -            93            93
Property, plant and 
equipment                             970         -           (93)          877
Total non-current
assets                              6,497         -             -         6,497

Current assets
Trade and other receivables        11,789         -             -        11,789
Cash and cash equivalents           6,689         -             -         6,689
Total current assets               18,478         -             -        18,478

Total assets                       24,975         -             -        24,975

Equity
Issued capital                      3,677         -             -         3,677
Share premium                       1,656         -             -         1,656
Capital conversion
reserve fund                           57         -             -            57
Merger reserve                     (3,357)        -             -        (3,357)
Retained earnings                  13,230       221             -        13,451
Total equity                       15,263       221             -        15,484

Liabilities
Non-current liabilities
Financial liabilities                 309         -             -           309
Provisions                            250         -             -           250
Total non-current
liabilities                           559         -             -           559

Current liabilities
Financial liabilities               1,051         -             -         1,051
Trade and other payables            7,833      (221)            -         7,612
Corporation tax payable               155         -             -           155
Provisions                            114         -             -           114
Total current liabilities           9,153      (221)            -         8,932

Total liabilities                   9,712      (221)            -         9,491

Total equity and liabilities       24,975         -             -        24,975



Appendix 4

Provisional Group Accounting Policies under IFRS

Basis of preparation of financial statements under IFRS

This preliminary financial information comprising the consolidated preliminary
IFRS balance sheets of the Company and its subsidiaries at 1 July 2004, 31
December 2004 and 30 June 2005, the consolidated preliminary IFRS income
statements for the year ended 30 June 2005 and the six month period ended 31
December 2004, has been prepared on the basis of the recognition and measurement
requirements of IFRS's in issue that either are adopted by the EU and effective
(or available for early adoption) at 30 June 2006 or are expected to be adopted
and effective (or available for early adoption) at 30 June 2006, the Group's
first annual reporting date at which it will use accounting standards adopted by
the EU. Based on these recognition and measurement requirements, management has
made assumptions about the accounting policies expected to be applied when the
first annual financial statements are prepared in accordance with accounting
standards adopted by the EU for the year ended 30 June 2006. These accounting
policies are set out below.

The accounting standards adopted by the EU that will be effective (or available
for early adoption) in the annual financial statements for the year ending 30
June 2006 are still subject to change and to additional interpretations and
therefore cannot be determined with certainty. Accordingly, the accounting
policies for 2006 will only be finally determined when the annual financial
statements are prepared for the year ending 30 June 2006.

Details of the exemptions availed of on transition to IFRS are set out in
Section 4. No adjustments have been made for any changes in estimates made at
the time of approval of the 2005 consolidated financial statements.


Statement of compliance

The consolidated financial information of the Group has been prepared in
accordance with the recognition and measurement principles of International
Financial Reporting Standards (IFRS), including interpretations issued by the
International Accounting Standards Board ("IASB") and its committees and
endorsed by the European Commission. The Group's first consolidated financial
statements prepared in accordance with IFRS will be for the year ended 30 June
2006.

The restated 2005 preliminary financial information is subject to the issuance
by the IASB of additional interpretations prior to 30 June 2006, which could
have a retrospective effect. As a result, it is possible that further changes
may be required to the 2005 financial information prior to its inclusion as
comparatives in the 2006 financial statements.

The preparation of financial information in conformity with IFRSs requires
management to make judgements, estimates and assumptions that affect the
application of policies and reported amounts of assets and liabilities, income
and expenses. The estimates and associated assumptions are based on historical
experience and various other factors that are believed to be reasonable under
the circumstances, the results of which form the basis of making judgements
about carrying values of assets and liabilities that are not readily apparent
from other sources.

The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised if the revision affects only that period or in the period of
the revision and future periods if the revision affects both current and future
periods.

The accounting policies set out below have been applied consistently to all
periods presented in these consolidated financial statements and in preparing an
opening preliminary IFRS balance sheet at 1 July 2004, for the purposes of the
transition to IFRS.


Basis of consolidation

The restated consolidated financial information comprises the financial
statements of CPL Resources plc and its subsidiaries. Subsidiaries are
consolidated from the date on which control is transferred to the Group and
cease to be consolidated from the date on which control is transferred out of
the Group. Control exists when the company has the power, directly or
indirectly, to govern the financial and operating policies of an entity so as to
obtain economic benefits from its activities. Financial information of
subsidiaries is prepared for the same reporting year as the parent company and
where necessary, adjustments are made to the results of subsidiaries to bring
their accounting policies into line with those used by the Group.

All inter-company balances and transactions, including unrealised profits
arising from inter-group transactions, have been eliminated in full. Unrealised
losses are eliminated in the same manner as unrealised gains, except to the
extent that they provide evidence of impairment.


Revenue recognition

Revenue represents the fair value of amounts receivable for services provided in
the normal course of business, net of trade discounts and Value Added Tax.
Revenue in respect of permanent placements is recognised when the candidate
commences employment. Revenue in respect of the group's contractors and
temporary employees is recognised when the related hours have been worked.


Foreign currency translation

Transactions in foreign currencies are recorded at the rate ruling at the date
of the transactions. The resulting monetary assets and liabilities are
translated at the balance sheet rate and the exchange differences are dealt with
in the income statement.

Property, plant and equipment

Items of property, plant and equipment are stated at cost less accumulated
depreciation. Depreciation is provided on all property, plant & equipment except
for land which is not depreciated. Depreciation is provided on a straight line
basis at rates calculated to write off the cost less estimated residual value of
each asset over its expected useful life as follows:


                     Years

Buildings               50
Equipment            3 - 8
Fixtures & fittings     10
Motor vehicles           3

The residual value of assets, if not insignificant, and the useful life of
assets is reassessed annually.

Gains and losses on disposals are determined by comparing the proceeds received
with the carrying amount and are included in operating profit.


Business combinations

The purchase method of accounting is employed in accounting for the acquisition
of subsidiaries by the Group. The Group has availed of the exemption under IFRS
1, "First-time Adoption of International Financial Reporting Standards", whereby
business combinations prior to the transition date of 1 July 2004 are not
restated. IFRS 3, "Business Combinations", has been applied with effect from the
transition date of 1 July 2004 and goodwill amortisation ceased from that date.

The cost of a business combination is measured as the aggregate of the fair
value of assets given, liabilities incurred or assumed and equity instruments
issued in exchange for control together with any directly attributable expenses.
Deferred consideration arising on business combinations is determined through
discounting the amounts payable to their present value. The discount element is
reflected as an interest charge in the income statement over the life of the
deferred payment. In the case of a business combination, the assets and
liabilities are measured at their provisional fair values at the date of
acquisition. Adjustments to provisional values allocated to assets and
liabilities are made within 12 months of the acquisition date and reflected as a
restatement of the acquisition balance sheet.

Goodwill on acquisitions is initially measured at cost being the excess of the
cost of the business combination over the acquirer's interest in the net fair
value of the identifiable assets, liabilities and contingent liabilities.
Following initial recognition, goodwill is measured at cost less any accumulated
impairment losses. Goodwill relating to acquisitions from 1 July 2004 and
goodwill carried in the balance sheet at 1 July 2004 is not amortised. Goodwill
is tested for impairment annually or more frequently if events or changes in
circumstances indicate that the carrying value may be impaired.

Goodwill arising on acquisitions prior to the date of transition to
International Financial Reporting Standards has been retained at the previous
Irish GAAP amount being its deemed cost and is tested annually for impairment.

As at the acquisition date, any goodwill acquired is allocated to each of the
cash-generating units acquired.

Where goodwill forms part of a cash-generating unit and part of the operation
within that unit is disposed of, the goodwill associated with the operation
disposed of is included in the carrying amount of the operation when determining
the gain or loss on disposal of the operation. Goodwill disposed of in this
circumstance is measured on the basis of the relative values of the operation
disposed of and the proportion of the cash-generating unit retained.


Intangible assets other than goodwill

Intangible assets acquired separately are capitalised at cost and intangible
assets acquired in the course of a business combination are capitalised at fair
value being their deemed cost as at the date of acquisition. Subsequent to
initial recognition, intangible assets which have a finite life are carried at
cost less any applicable accumulated amortisation and any accumulated impairment
losses. Where amortisation is charged on assets with finite lives, this expense
is taken to the income statement. The amortisation of intangible assets is
calculated to write-off the book value of intangible assets over their useful
lives on a straight-line basis.


Impairment reviews and testing

The carrying amounts of the Group's assets with the exception of deferred tax
assets (which are recognised based on recoverability), are reviewed to determine
whether there is any indication of impairment when an event or transaction
indicates that there may be, except for goodwill and long life intangibles which
are reviewed annually. If any such indication exists, an impairment test is
carried out and the asset is written down to its recoverable amount.

The recoverable amount of an asset is the greater of its estimated net selling
price and value in use. In assessing value in use, the estimated future cash
flows are discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money and the risks
specific to the asset. For an asset that does not generate largely independent
cash inflows, the recoverable amount is determined for the cash-generating unit
to which the asset belongs.

Goodwill and intangible assets with an indefinite useful life are tested for
impairment at each balance sheet date. Impairment losses are recognised in the
income statement. Impairment losses recognised in respect of cash-generating
units are allocated first to reduce the carrying amount of any goodwill
allocated to cash-generating units and then, to reduce the carrying amount of
the other assets in the units on a pro rata basis. An impairment loss, other
than in the case of goodwill, is reversed if there has been a change in the
estimates used to determine the recoverable amount. An impairment loss is
reversed only to the extent that the asset's carrying amount does not exceed the
carrying amount that would have been determined, net of depreciation or
amortisation, if no impairment loss had been recognised.


Leases

Where the Group has entered into lease arrangements on land and buildings the
lease payments are allocated between land and buildings and each is assessed
separately to determine whether it is a finance or operating lease.

Finance leases, which transfer to the Group substantially all the risks and
benefits of ownership of the leased asset, are capitalised at the inception of
the lease at the fair value of the leased asset or if lower, the present value
of the minimum lease payments. The corresponding liability to the lessor is
included in the balance sheet as a finance lease obligation. Lease payments are
apportioned between the finance charges and reduction of the lease obligation so
as to achieve a constant rate of interest on the remaining balance of the
liability. Finance charges are charged to the income statement as part of
finance costs. Capitalised leased assets are depreciated over the shorter of the
estimated useful life of the asset or the lease term.

Leases where the lessor retains substantially all the risks and benefits of
ownership of the assets are classified as operating leases. Operating lease
payments are recognised as an expense in the income statement on a straight line
basis over the lease term.


Trade and other receivables

Trade receivables, which generally have 30 to 60 day terms, are recognised and
carried at cost less an allowance for any incurred losses. An estimate of
incurred losses is made when collection of the full amount is no longer
probable.


Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at bank and in hand
and short term deposits with an original maturity of three months or less. Bank
overdrafts that are repayable on demand and form part of the Group's cash
management are included as a component of cash and cash equivalents for the
purpose of the statement of cashflows.


Provisions

A provision is recognised in the balance sheet when the Group has a present
legal or constructive obligation as a result of a past event, and it is probable
that an outflow of economic benefits would be required to settle the obligation.
If the effect of the time value of money is material, provisions are determined
by discounting the expected future cash flows at a pre-tax rate that reflects
the time value of money and, where appropriate, the risks specific to the
liability. Where discounting is used, the increase in the provision due to the
passage of time is recognised as a borrowing cost.


Pensions and other post-employment benefits

Pension contributions to defined contribution pension schemes are charged to the
income statement in the period to which they relate.

Financing income and expenses

Financing expenses comprise interest payable on borrowings calculated using the
effective interest rate method. Finance income comprises interest received on
cash deposits.


Income tax

Income tax for the year comprises current and deferred tax. Taxation is
recognised in the income statement except to the extent that it relates to items
recognised directly in equity, in which case the related tax is recognised in
equity.

Current tax is the expected tax payable on the taxable income for the year,
using tax rates and laws that have been enacted or substantially enacted at the
balance sheet date, and any adjustment to tax payable in respect of previous
years.

Deferred tax is provided using the balance sheet liability method, providing for
temporary differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for taxation purposes.
Deferred tax is provided for any differences that exist between the tax base and
the carrying value of intangible assets arising from business combinations. The
amount of deferred tax provided is based on the expected manner of realisation
or settlement of the carrying amount of assets and liabilities, using tax rates
enacted or substantively enacted at the balance sheet date. If the deferred tax
arises from initial recognition of an asset or liability in a transaction other
than a business combination that at the time of the transaction does not affect
accounting or taxable profit or loss, it is not recognised. Deferred tax is
provided on temporary differences arising on investments in subsidiaries, except
where the timing of the reversal of the temporary difference is controlled by
the Group and it is probable that the temporary difference will not reverse in
the foreseeable future.

A deferred tax asset is recognised only to the extent that it is probable that
future taxable profits will be available against which the asset can be
recovered. Deferred tax assets are reduced to the extent that it is no longer
probable that the related tax benefit will be realised.


Financial instruments

The group is applying IAS 32 "Financial Instruments: Presentation and
Disclosure" and IAS 39 "Financial Instruments: Recognition and Measurement" from
1 July 2005. Consequently financial instruments are recognised in accordance
with Irish GAAP in the 2005 (interim and full year) financial information.


Interest bearing borrowings

Interest bearing borrowings are recognised initially at fair value less
attributable transaction costs. Subsequent to initial recognition, interest
bearing borrowings are stated at amortised cost with any difference between
original carrying value and redemption value being recognised in the income
statement over the life of the borrowings using an effective interest rate
methodology.


Appendix 5


INDEPENDENT AUDITORS' REPORT TO THE DIRECTORS OF CPL RESOURCES PLC ON ITS
CONSOLIDATED PRELIMINARY INTERNATIONAL FINANCIAL REPORTING STANDARDS ('IFRS')
FINANCIAL INFORMATION

In accordance with the terms of our engagement letter, we have audited the
accompanying consolidated preliminary IFRS balance sheet of the Company and its
subsidiaries ('the Group') as at 30 June 2005, the related consolidated
preliminary IFRS income statement for the year ended 30 June 2005 and related
basis of preparation, accounting policies and other notes as set out on pages 6
to 16 ('the preliminary IFRS financial information').

Included with the preliminary IFRS financial information set out on pages 6 and
7 are the consolidated preliminary balance sheet as at 31 December 2004 and the
related consolidated preliminary income statement for the six-month period then
ended ('the preliminary IFRS interim financial information'). We have not
audited this preliminary IFRS interim financial information and therefore it is
not covered by this opinion.


Respective responsibilities of directors and auditors

The directors of the Company have accepted responsibility for the preparation of
the preliminary IFRS financial information which has been prepared as part of
the Group's conversion to IFRS.

As part of its conversion to IFRS, the Group has prepared the preliminary IFRS
financial information for the year ended 30 June 2005 to establish the financial
position and results of operations of the Group necessary to provide the
comparative financial information expected to be included in the Group's first
complete set of IFRS consolidated financial statements as at 30 June 2006. The
preliminary IFRS financial information does not include comparative financial
information for the prior period. As explained in the basis of preparation note
on page 11, this preliminary IFRS financial information has been prepared on the
basis of the recognition and measurement criteria of IFRSs in issue that either
are endorsed by the EU and effective (or available for early adoption) at 30
June 2006.

As explained in the basis of preparation note on page 11, there is, however, a
possibility that the directors may determine that some changes to these policies
are necessary when preparing the full annual financial statements for the first
time in accordance with those IFRSs endorsed for use by the European Union. This
is because, as disclosed in the basis of preparation note, changes may arise
from further interpretations issued between now and the year end date which may
result in the directors revising the accounting policies applied. The directors
have applied IFRS in accordance with IFRS 1 First-time Adoption of International
Financial Reporting Standards and have taken advantage of certain exemptions
available in that standard.

As explained in the basis of preparation note on page 11, no adjustments have
been made for any changes in estimates made at the time of approval of the 30
June 2005 consolidated financial statements under Irish generally accepted
accounting principles on which the preliminary IFRS financial information is
based.

Our responsibilities, as independent auditors, are established in Ireland by the
Auditing Practices Board, our profession's ethical guidance and the terms of our
engagement.

Under the terms of engagement, we are required to report to you our opinion as
to whether the preliminary IFRS financial information has been properly
prepared, in all material respects, in accordance with the respective accounting
policy notes to the preliminary IFRS financial information. We also report to
you if, in our opinion, we have not received all the information and
explanations we require for our audit.

We read the other information accompanying the preliminary IFRS financial
information and consider whether it is consistent with the preliminary IFRS
financial information. We consider the implications for our report if we become
aware of any apparent misstatements or material inconsistencies with the
preliminary IFRS financial information.

Our report has been prepared for the Company solely in connection with the
Company's conversion to IFRS. Our report was designed to meet the agreed
requirements of the Company determined by the Company's needs at the time. Our
report should not therefore be regarded as suitable to be used or relied on by
any party wishing to acquire rights against us other than the Company for any
purpose or in any context. Any party other than the Company who chooses to rely
on our report (or any part of it) will do so at its own risk. To the fullest
extent permitted by law, KPMG will accept no responsibility or liability in
respect of our report to any other party.


Basis of audit opinion

We conducted our audit having regard to Auditing Standards issued by the
Auditing Practices Board. An audit includes examination, on a test basis, of
evidence relevant to the amounts and disclosures in the preliminary IFRS
financial information. It also includes an assessment of the significant
estimates and judgements made by the directors in the preparation of the
preliminary IFRS financial information, and of whether the accounting policies
are appropriate to the Group's circumstances, consistently applied and
adequately disclosed.

We planned and performed our audit so as to obtain all the information and
explanations which we considered necessary in order to provide us with
sufficient evidence to give reasonable assurance that the preliminary IFRS
financial information has been prepared in accordance with the basis of
preparation note on page 11 and is free from material misstatement, whether
caused by fraud or other irregularity or error. In forming our opinion we also
evaluated the overall adequacy of the presentation of information in the
preliminary IFRS financial information.


Opinion

In our opinion, the accompanying preliminary IFRS financial information on pages
6 to 16 has been prepared, in all material respects, in accordance with the
basis of preparation and accounting policy notes which describe how IFRS have
been applied under IFRS 1 First-time Adoption of International Financial
Reporting Standards and the assumptions made by the directors of the Company
about the standards and interpretations expected to be effective, and the
policies expected to be adopted, when they prepare the first complete set of
consolidated IFRS financial statements of the Group for the year ended 30 June
2006.


20 January 2006

KPMG
Chartered Accountants
Registered Auditors



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