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ANNUAL REPORT 2008

Overview

Operational review

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06

34

CONSTRUCTION GROUP

01 2008 highlights
02 Letter to shareholders
04 The business

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08
10
16
20
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26
28
28
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CONSTRUCTION

Summary of operations
Orascom Construction
BESIX Group
Contrack International
CONSTRUCTION MATERIALS

FERTILIZER GROUP

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36
38
40
42
42
42

FERTILIZER

Summary of operations
Egyptian Fertilizers Company
Egypt Basic Industries Corporation
Notore Chemical Industries
Sorfert Algrie
Gavilon

National Steel Fabrication


Alico Egypt
United Paints and Chemicals
National Pipe Company
SCIB Chemical

30 PROPERTY MANAGEMENT
32 Suez Industrial Development Company
33 Contrack FM

Orascom Construction Industries is a leading


international construction contractor and
fertilizer producer based in Cairo. We are one
of Egypts largest corporations with projects and
investments across North Africa, the Middle
East and Europe. We aspire to be a company
that our clients are proud to work with, our
customers can rely on and our employees are
proud to work for. A company committed to
delivering quality work and products, safely and
on schedule. A company with an open mind
ready to embrace new opportunities and driven
to deliver exceptional value.

Governance

Financial statements

Additional information

46

61

104

46
50
52
55

Board of Directors
Report of the Directors
Corporate governance
Managements discussion and analysis of
financial condition and results of operations
60 Report of the Audi Committee of the
Board of Directors

63 Auditors report
64 Directors statement in respect of responsibility
for financial reporting
65 Consolidated income statement
66 Consolidated balance sheet
68 Consolidated statement of changes in equity
70 Consolidated cash flow statement
71 Notes to the consolidated financial statements
100 Selected financial data

104 Management and corporate information


Business segments and activities

2008
$

2007
$

2008
LE

2007
LE

Revenue

3,717.1

2,322.6

20,252.6

13,147.9

EBITDA
Net income without discontinued cement operations
Net income including discontinued cement operations
Earnings per share
Total assets
Cash and cash equivalents
Total debt
Minority interest
Shareholders' equity

881.1
719.8
985.0
3.5
7,823.1
1,503.5
2,077.3
41.2
3,155.5

422.8
212.1
11,662.8
0.9
17,127.0
706.5
2,107.3
189.2
13,139.8

4,800.5
3,921.8
5,366.7
18.9
43,025.5
8,268.7
11,424.7
226.7
17,354.7

2,393.4
1,200.4
66,020.9
5.1
94,952.0
3,917.0
11,682.6
1,048.8
72,847.0

Egyptian Pounds (LE) and US Dollars ($) figures in millions except per share data.
Growth percentages calculated based on US Dollar figures. Amounts include discontinued operations.

New construction awards totaled $5.5 billion


(LE 29.8 billion), an increase of 14.4% over the
same period last year.
Year end construction backlog totaled 6.9 billion
(LE 37.7 billion).
Produced and sold 1.3 million tons of granular
urea at an average price of $488 per ton.
Fertilizer group contributed to 50.2% of net
income.
ORASCOM CONSTRUCTION INDUSTRIES 1
ANNUAL REPORT 2008

Overview

LETTER TO
SHAREHOLDERS

EBITDA
$881.1 MILLION IN 2008 COMPARED
WITH $349.8 MILLION IN 2007

881.1M
AN INCREASE OF 151.1%

DEAR SHAREHOLDERS,

During 2008, the world experienced


unprecedented swings in commodity prices
and a global economic crisis of substantial
proportions. Both of our business groups,
construction and fertilizer, benefited from the
wave of optimism during the first half of the year
and weathered the economic storm during the
second half. At year end, Orascom Construction
Industries remains financially strong, with a
healthy balance sheet, and more than $1.5
billion of cash, after paying record dividends
and launching a share buyback program.

WE START 2009 ARMED WITH A HIGH QUALITY

CONSTRUCTION BACKLOG NEAR ITS RECORD LEVEL, THE


MOST COST-EFFICIENT FERTILIZER PRODUCTION PLANTS
IN THE WORLD, AND A PIPELINE OF ORGANIC GROWTH
PROJECTS UNDER EXECUTION WHICH DO NOT REQUIRE
FURTHER EQUITY CONTRIBUTIONS OR DEBT FINANCING.
WE WILL CONTINUE TO MONITOR OUR RECEIVABLES
AND LIQUIDITY, REDUCE OUR PRODUCTION COSTS AND
OVERHEADS, AND LOOK FOR EXCEPTIONAL INVESTMENT
OPPORTUNITIES IN ORDER TO RESPONSIBLY DELIVER AND
CREATE SHAREHOLDER VALUE.

For the year, consolidated revenue from


continuing operations was up 56.2% to $3.7
billion and consolidated EBITDA rose by 151.1%
to $878.1 million. Our consolidated EBITDA
margin was 23.6% and our construction group
margin was 12.9% for the year. Net income
from continuing operations increased 229.9%
to $719.8 million. Net Income including the gain
on sale of our stake in Sokhna Port Development
Company was $985.0 million. Based on our
results, the Board of Directors has approved an
additional cash dividend of $1 per ordinary share
($2 per global depository receipt).
CONSTRUCTION GROUP

During 2008, our construction group secured a


record $5.5 billion in new orders and ended the
year with a consolidated construction backlog
of $6.9 billion, 31.7% higher than last year.
Although we are active in 20 countries, 62%
of our backlog was in Algeria, Qatar, and Abu
Dhabi, with another 16% in Egypt. We continue
to serve a diversified client base including
regional sovereign clients which accounted for
60% of our backlog at year end.
During the year, we handed over the Nagaa
Hammadi barrage and hydro power plant after
six years of work on site in partnership with Vinci
from France and Bilfinger Berger from Germany.
Work progressed on the El Tebbin, Sidi Krir, and

2 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

REVENUE

CONSTRUCTION BACKLOG

NET INCOME

$3.7 BILLION IN 2008 COMPARED


WITH $2.4 BILLION IN 2007

$6.9 BILLION AT 31 DECEMBER 2008


COMPARED WITH $4.7 BILLION IN 2007

$719.8 MILLION IN 2008 COMPARED


WITH $218.2 MILLION IN 2007

3.7BN

6.9BN

AN INCREASE OF 56.2% OVER LAST YEAR

AN INCREASE OF 31.7% OVER THE SAME PERIOD


LAST YEAR

Kuraymat power plants in Egypt and on the


Terga power plant in Algeria. We completed
hand over of a cement plant in Nigeria to Lafarge
and look forward to completing work on their
plants in Syria and Saudi Arabia during 2009.
The BESIX Group completed work on The
Address, a 63 story hotel and apartment building
in Dubai, and continued work on the Burj
Dubai tower, the tallest building in the world.
It also completed construction work on Ajman
wastewater treatment plant, which it will operate
under a 25 year BOOT (build, own, operate
and transfer) concession in partnership with
Veolia from France. BESIX was also awarded
a contract to construct the new Abu Dhabi and
Al Ain wastewater treatment plants, which it will
operate under similar 25 year BOOT concessions
in partnership with Veolia.

term growth fundamentals of this sector and


our ability to generate exceptional returns in the
fertilizer industry. All of our production plants
utilize state-of-the-art technologies and have
long-term natural gas supply agreements ranking
them among the worlds lowest cost producers.
During Q4 export prices for Egyptian granular
urea dropped from a record high of $900 per
ton to below $200 per ton as traders and
wholesalers experienced difficulties in obtaining
trade finance and were reluctant to clear existing
higher cost inventories at discounted prices.
As fertilizer prices spiraled downward, our low
cost production plants continued to operate
at full capacity gaining market share while our
competitors in Europe, Ukraine and the USA
announced plant shutdowns.
CORPORATE SOCIAL RESPONSIBILITY

Contrack International made steady progress


on the construction of the Sidra Medical and
Research Center in Qatar working in partnership
with OHL from Spain. The Sidra project is the
single largest project our construction group
has ever undertaken, valued at more than
$2.4 billion.
FERTILIZER GROUP

Following the divestment of our cement group


to Lafarge, we took the strategic decision to
expand our investments in the fertilizer industry
by acquiring Egyptian Fertilizer Company (EFC)
from Abraaj Capital in February and purchasing
a 20% stake in Gavilon Group alongside Ospraie
Management in July. We also increased our
ownership in Egypt Basic Industries Corporation
(EBIC) up to 60% from various minority investors
throughout the year. Combined with our majority
stake in Sorfert Algrie, our new fertilizer group is
well on its way to be ranked among the worlds
top five producers of nitrogen-based fertilizers,
with a total combined annual capacity of 4.65
million tons by 2010.
Despite record low inventories for several
commodities, the agriculture sector was not
immune to the global economic upheaval at the
end of the year. We believe strongly in the long

As one of the largest businesses in North


Africa and the Middle East, we are committed
to improving the communities where we live
and work. We do this in many ways including
reinvesting our capital in new plants and
businesses in the region which provide essential
supplies or services and provide employment
opportunities both direct and indirectly. We
are committed to maximizing the use of local
resources whenever possible bringing local
people into our company and developing their
skills, choosing local partners to supply materials
and other services. This differentiates us from our
competitors, increases our operational efficiency,
and ensures our ability to operate uninterrupted
in the communities we serve.

719M
AN INCREASE OF 229.9% OVER LAST YEAR
FIGURES EXCLUDE DISCONTINUED OPERATIONS

Regional governments must invest in the


upgrade of public infrastructure and services to
cope with growing populations. Some of these
investments will take the form of public private
partnerships. We also believe there will be large
number of power, water, transportation, and
petrochemical projects over the next few years
which will enable our construction businesses to
grow and prosper. While we expect a challenging
market environment for the foreseeable future,
our existing backlog of construction contracts
should benefit from declining construction
material costs and a generally more timid
inflation environment.
In fertilizer, our goal over the coming two years
is to execute our organic growth business plan,
which includes bringing the greenfield plants
of EBIC and Sorfert Algrie to full production
capacity on schedule and developing our
channels of distribution to ensure maximum
sales volumes and prices. EBIC will have an
annual production capacity of 700,000 tons of
ammonia and is scheduled to begin full scale
production in May 2009. Construction work on
our Sorfert plant was 47% complete at year end
and is scheduled to begin urea production in late
2010. Our Sorfert plant will be able to produce
2 million tons of nitrogen fertilizer annually
making it one of the largest plants in the world.
Despite the uncertainties of the current
global economy, we are confident that our
businesses will generate exceptional returns for
shareholders.

FUTURE OUTLOOK

In construction, we will continue to focus on


infrastructure projects in our core geographic
markets both as an EPC (engineering,
procurement and construction) contractor
and as a developer. We believe opportunities
for our construction businesses will be driven
by accelerated public sector spending on
infrastructure projects, which will offset slowing
private sector investment on residential,
commercial, and industrial projects.

ONSI SAWIRIS

Chairman

NASSEF SAWIRIS

Chief Executive Officer

ORASCOM CONSTRUCTION INDUSTRIES 3


ANNUAL REPORT 2008

Overview

THE BUSINESS

THE GROUP

Orascom Construction Industries is a leading international


construction contractor and fertilizer producer based in Cairo.
We are one of Egypts largest corporations with projects and
investments across North Africa, the Middle East and Europe.
Our construction group ranks among the worlds top global
contractors and operates under three distinct and separate
brands. Orascom Construction targets large industrial and
infrastructure projects principally in North Africa and the
Middle East. The BESIX Group undertakes major commercial,
industrial and infrastructure projects throughout Europe,
northern and central Africa and the Middle East. Contrack
International pursues institutional projects in the Middle East.

REVENUE BY GEOGRAPHY

NORTH AMERICA 3.8%


AFRICA 4.6%
NORTH AFRICA 6.6%
CENTRAL ASIA 4.6%
EGYPT 19.3%
EUROPE 23.8%
MIDDLE EAST 37.3%

NET INCOME CONTRIBUTION

CONSTRUCTION
GROUP 49.8%

To complement our construction businesses, we have


investments in manufacturers of fabricated steel products,
glass curtain walling, paints and concrete pipes, as well as
investments in two property management companies.
Our fertilizer group specializes in the production of
nitrogen-based fertilizers. We have investments in facilities
in Egypt and Nigeria, with one fertilizer plant under
construction in Algeria. These operations alone will rank
us among the regions largest fertilizer producers. We are
actively looking for new investment opportunities to
grow this business into a global leader.

FERTILIZER
GROUP 50.2%

EBITDA CONTRIBUITON

CONSTRUCTION
GROUP 43.2%

FERTILIZER
GROUP 56.8%

4 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

WE WILL WORK TO CREATE EXCEPTIONAL VALUE

FOR OUR SHAREHOLDERS BY FOLLOWING A


COHERENT AND CONSIDERED STRATEGY ENABLING
US TO STRENGTHEN AND GROW BOTH OUR
CONSTRUCTION AND FERTILIZER BUSINESSES.

OUR STRATEGY

OUR VALUES

OUR CORE STRENGTHS

Targeting large, complex construction projects


in emerging markets.

Excellence in every aspect premium quality


and performance resulting from our expertise,
efficiency, attention to detail and passion.

Ultimately it is for others to judge our strengths,


but we believe that these factors set us apart
from our competitors:

Exceptional value value based on our strong


financial position, our local knowledge, our
resources and our technical expertise.

Our people their expertise, hunger for


knowledge and passion to excel. Above all,
their loyalty and commitment to Orascom
Construction Industries.

Expanding investments in fertilizer production


and selected down stream activities.
Working in partnership with local and global
leaders.
Investing in the best people and technologies.
Maintaining our commitment to quality and
safety.
Being a good corporate citizen wherever we
operate.
Providing products and services for people in
developing economies.
Searching for new opportunities in order to
deliver exceptional value.

Constructive partnerships strong, enduring


relationships with clients, customers and partners
based on trust, transparency and results.
Safety focused an important consideration in
every aspect of our operations.
Setting global standards and respecting
local sensitivities putting our expertise and
experience to work for our clients, customers,
partners and host communities. Developing
our people to match global standards and
maintaining a commitment to use local
materials and suppliers.

Our resources capital resources that enable


us to respond faster than our construction
competitors, raw materials that enable us to
trade fertilizers at market leading prices.
Our experience a tradition for excellence and
achievement reaching back over 50 years; an
ability to share our clients perspective that
gives us a unique understanding of their needs
throughout the project cycle.
Our investment capability financial resources
that allow us to partner with clients as an
investor and a contractor. The ability to self
perform and to diversify into new industries.
Our entrepreneurial attitude a strong appetite
for investment and diversification to grow our
business and increase revenue streams.

ORASCOM CONSTRUCTION INDUSTRIES 5


ANNUAL REPORT 2008

Operational review

08
10
16
20

Construction group
Orascom Construction
BESIX Group
Contrack International

CONSTRUCTION
Construction has been at the heart of our
business for over 50 years. We offer engineering,
procurement and construction services to public
and private clients in four continents primarily
under three distinct and separate brands. Our
companies offer complete building solutions for
large, complex and demanding projects.

Picture caption
TEN YEARS OF SUCCESS

In 2001 Orascom Construction and the BESIX


Group completed construction of the El Ferdan
Rail Bridge the longest double swing bridge in
the world.

6 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

ORASCOM CONSTRUCTION

BESIX GROUP

CONTRACK INTERNATIONAL

A leading engineering, procurement and


construction contractor targeting large industrial,
commercial and infrastructure projects for
public and private customers primarily in Egypt.
Orascom Construction is based in Cairo, Egypt
and was founded in 1950.

A collection of companies active in construction


and real estate development. BESIX is the largest
construction company in Belgium and is active on
projects primarily in Europe and the Middle East.
The BESIX Group is based in Brussels, Belgium
and was founded in 1909.

A major international engineering and


construction contractor focusing on institutional
projects in the Middle East. Contrack is based in
Virginia, USA and was founded in 1985.

MARKETS

MARKETS

MARKETS

Active across emerging markets in North Africa


and the Middle East.

Active across Europe, northern and central Africa,


the Middle East and the Caribbean.

Active in Afghanistan, Egypt, Jordan, Lebanon,


Qatar, Bahrain and the UAE.

EMPLOYEES

EMPLOYEES

EMPLOYEES

44,000

20,000

3,100

OWNERSHIP

OWNERSHIP

OWNERSHIP

100%

50%

100%

ORASCOM CONSTRUCTION INDUSTRIES 7


ANNUAL REPORT 2008

Operational review

CONSTRUCTION GROUP

NEW CONTRACTS GROWTH


$ BILLIONS
5.5
4.8

2.3

2.6

1.2

04

8 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

05

06

07

08

ORDER BACKLOG GROWTH

BACKLOG BY SECTOR

BACKLOG BY REGION

$ BILLIONS
ALGERIA 22.8%
6.9
INDUSTRIAL
13.6%

4.7

COMMERCIAL
30.8%

2.7
2.2

INFRASTRUCTURE
55.7%

1.8

04

05

06

07

DURING 2008 OUR CONSTRUCTION GROUP SECURED A RECORD


$5.5 BILLION IN NEW CONTRACT ORDERS AND ENDED THE
YEAR WITH A CONSOLIDATED BACKLOG OF $6.9 BILLION OF
WHICH 85% SPANS EGYPT, ALGERIA, QATAR, THE UAE AND
SAUDI ARABIA. WE CONTINUE TO SERVE A DIVERSIFIED CLIENT
BASE, OF WHICH 60% OF THE CONSOLIDATED BACKLOG IS
FROM REGIONAL SOVEREIGN CLIENTS.
Our construction group operations are focused
on infrastructure projects in the Middle East,
North Africa and Gulf regions. We believe
opportunities for our construction businesses will
be driven by accelerated government spending
in this sector in an effort to curb slowing private
investment. Our business will also benefit from
declining construction material costs and from a
generally more timid inflation environment.

and mitigate the impact of any cost increase on


profitability. However, we expect construction
costs to ease further following the recent
significant drop in cement and steel prices. This
combined with our high-margin infrastructure
and industrial projects should improve our
operation margins over the next two years. We
have a strong balance sheet with low capex
needs.

Growth in non-residential and commercial


construction should remain strong over the
medium term to cater for pent-up demand built
over the past oil boom. We think the current
drop in project costs may well encourage project
awards to contractors.

Middle Eastern governments remain committed


to investing in infrastructure. They continue to
invest in the upgrade of public packages to be
spent on ready to go infrastructure projects of
confirmed higher overall expenditure. Despite
the significant drop in oil prices, we believe
infrastructure spending in North Africa, the
Middle East and Gulf regions, which contributes
to 55.7% of our current consolidated backlog,
will remain relatively high.

Our high level of vertical integration allows for


better cost management versus our peers. Over
half of our projects are negotiated on fixed price
contracts and we have favorable payment terms
on our construction backlog. The deflationary
environment should give cost relief to the portion
of our backlog based on fixed prices of raw
materials, as these estimates were based on
higher prices of raw material.
Contracts negotiated include cost escalation
formulas, which we expect to streamline margins

DUBAI 6.8%
ABU DHABI 19.5%

SAUDI ARABIA 1.0%


QATAR 19.3%
EGYPT 15.6%

08

The strength of our construction group is


demonstrated by several factors; most clearly by
a 14.4% increase in new awards for the year
ending 31 December 2008. We believe project
cancellation risks are low, 60% of our backlog
is sovereign-backed. Our exposure to real estate
and commercial property developers is only 30%.
Even if some projects were to be cancelled, all
of our contracts have compensation clauses,
including cover for demobilization costs.

EUROPE & OTHER 15.0%

A POSITIVE OUTLOOK

In Algeria GDP growth is expected to fall to


2.2% in 2009 from an average of 4.6% annual
growth in the last three years. The government
has devoted a large portion of the $160.0 billion
public investment program introduced in 2005
to upgrading the transport, power and utilities
sectors from 2009-13. Projects being tendered
include $11.0 billion for a 1,216 kilometer EastWest highway and $2.0 billion upgrade of 1,200
miles of railway.
The situation is similar in Egypt, with the Ministry
of Housing and Urban Development having an
urgent need to provide low income housing,
requiring significant investment in supporting
power generation and other utilities. GDP growth
is expected to fall to 3.3% in 2009 and 3.9% in

2010 from an average of around 7.0% annual


growth in the last three years.
The Egyptian governments public private
partnerships program is moving in a positive
direction, with a $3.0 billion stimulus package
earmarked mainly for infrastructure spending
and an additional $2.4 billion to be spent during
the first half of 2009. The government plans to
award construction contracts for two to three
power plants a year, in addition to large-scale
road, metro and airport expansion projects.
There are also plans to develop six wastewater
treatment plants across the country through
public private partnerships.
In Qatar GDP growth expected to fall to 9.8% in
2009 from an average 12.7% annual growth in
the last three years. We expect strong spending
on general public services including utilities,
hospitals and business tourism, including $2.0
billion for Ras Laffan Port and $3.0 billion for a
40 kilometer causeway and rail line to Bahrain.
Saudi Arabia increased its 2009 spending
budget by 16% as part of economic stimulus
policy. GDP growth is expected to fall to 0.8%
in 2009 and 2.6% in 2010 from an average
3.6% annual growth in the last three years.
Continuation of the governments five year public
spending stimulus plan, worth $200.0 billion
includes $12.0 billion for the Riyadh Womens
University, $8.0 billion for the Dammam-Jeddah
railway and $1.0 billion for the Medina expansion
project.
Across the UAE GDP growth expected to fall
to 9.8% in 2009 and 2.9% in 2010 from an
average of 7.2% in the last three years. Although
many real estate projects, particularly in Dubai
are under threat, the demand for infrastructure
across the region remains high. The government
of Abu Dhabi plans to spend around $275.0
billion in the next five years on infrastructure
projects. Across the UAE, funds have been
committed for projects including $1.0 billion for
the Ras Al Khaimah Education Park, $1.0 billion
for eleven new bridges and roads, $1.1 billion
for the expansion of the Dubai Metro and $40.0
billion upgrades to airports.
ORASCOM CONSTRUCTION INDUSTRIES 9
ANNUAL REPORT 2008

Operational review

ORASCOM CONSTRUCTION

www.orascomci.com

ORASCOM CONSTRUCTION IS A LEADING ENGINEERING,


PROCUREMENT AND CONSTRUCTION CONTRACTOR ACTIVE
IN EMERGING MARKETS ACROSS NORTH AFRICA AND
THE MIDDLE EAST. WE TARGET LARGE, COMPLEX AND
DEMANDING PROJECTS IN THE REGION, WHICH BY THEIR
NATURE HAVE FEWER COMPETITORS AND HIGHER MARGINS.
WE HAVE EARNED A REPUTATION FOR DELIVERING QUALITY
WORK UNDER DIFFICULT CONDITIONS ON SCHEDULE AND AT
COMPETITIVE PRICES.

In order for us to meet demand for our


foundation units services we have heavily
invested in specialist equipment for operations
in Egypt and Algeria. Over the past two years
we have invested approximately LE 500.0 million
($91.8 million) in equipment. During 2008, we
spent LE 55.0 million ($10.1 million) in Algeria on
specialist pile drivers and other piling equipment
for new projects. We have also invested heavily
in recruiting and training a skilled team of over
1,200 people to work for our foundations unit
across the three countries in which it currently
operates.

During the year new contract awards for


Orascom Construction totaled LE 6.87 billion
($1.25 billion), a decrease of 34% on 2007.
Seventy-two percent of new awards and 42%
of Orascom Constructions turnover was from
outside Egypt. At 31 December our order
backlog was LE 15.82 billion ($2.76 billion), an
increase of 0.73% on the same period last year.

Our foundations unit executes all foundation


works on Orascom Construction mega projects,
giving us a strong competitive advantage. We
are one of the largest specialist foundation
contractors in Egypt. Our foundations unit
supplies services to third party clients across
Egypt and we have recently expanded activities
into Algeria and the UAE.

ORASCOM ROAD CONSTRUCTION

For a number of years it has been our strategy


to offer specialist construction services to clients
where we see opportunities in the market.
During 2008 we have seen demand increase
in specialist infrastructure services particularly
in roads and in foundation works. Despite the
economic turndown, we predict that this trend
will continue over the coming years.

In Algeria, we were able to leverage the


credibility of Orascom Construction Industries
and secure major projects including foundation
work for the Skikda LNG Plant. In June 2008
we established a new joint venture company in
Abu Dhabi under the name of The Arabian Sea
Foundation. This partnership links us with three
leading Abu Dhabi based developers: Sorouh
Real Estate, Hydra Commercial Investments and
Capital Investment.

During 2008 revenue increased to LE 213.0


million ($39.1 million), up 145% on 2007. New
project awards totaled LE 301.0 million ($55.2
million), an increase of 82% on the previous year.
Orascom Road Construction continues to reinvest
in resources to capitalize on the surge in road
construction. In the year under review it invested
LE 100.0 million ($18.4 million) in new specialist
equipment including dozers, graders, compactors
and asphalt plants.

The Arabian Sea Foundation is specialized in


geotechnical engineering and foundation works
including piling, grouting and D-walls. It can also
perform sub-structure works up to ground level.
During the year it invested Dhs 220.0 million
($59.8 million) in buying specialist equipment
to execute most foundation works, including
diaphragm walls, secant pile walls, sheet piles
for excavation retaining/shoring, large diameter
bored piles, micro piles and ground anchors.
At the end of 2008, Arabian Sea Foundation
was working on two major city developments
in Abu Dhabi.

Owning a specialist road company has enhanced


our capabilities and has enabled us to offer
clients a better, more inclusive service. We have
a longstanding relationship with the Egyptian
Air Force and are one of the primary contractors
involved in the upgrade of its military airports.
Work on public transport infrastructure is also an
important revenue stream.

SPECIALIST FOUNDATION SERVICES

In response to the lack of specialist foundation


and geotechnical engineering services across
North Africa and the Middle East (particularly
the Gulf territories), in Egypt we established
a specialist foundations unit within Orascom
Construction. Since 2007, our knowledge and
resources have helped to kick start many largescale projects where progress were hindered due
to the noticeable shortage of these specialist
services.

10 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

Since its establishment in 1999, Orascom


Road Construction has grown rapidly. It is
employed on the road and paving element of
all Orascom Construction projects and has proved
its excellence in executing road construction
projects for third parties, including the New
Assuit Road in Egypt.

TURNOVER BY SECTOR

TURNOVER BY REGION

COMMERCIAL 12.1%

OTHER 2%
EUROPE 9%
EGYPT 16%

INDUSTRIAL 27.0%

AFRICA 24%

INFRASTRUCTURE 60.9%

MIDDLE EAST 49%

ORASCOM CONSTRUCTION INDUSTRIES 11


ANNUAL REPORT 2008

Operational review

ORASCOM CONSTRUCTION

BUSINESS FOCUS

Our strategic positioning in the construction


market place should enable us to benefit from
the visible pipeline of power and infrastructure
projects across North Africa and the Middle East
over the coming years. For more than 10 years,
we have played a leading role in energy projects
intended to support growth in emerging markets
completing an impressive list of power plants
and energy storage facilities across North Africa.
Our list of transport and utilities infrastructure
projects is equally impressive.
With a global focus on the need to reduce
carbon emissions, governments in North Africa
and the Middle East are exploring opportunities
to develop renewable energy. Billions of dollars
are being poured into research and development
of wind, solar, water, nuclear and hydrogen
generated power supplies. Egypt, Algeria,
Morocco, the UAE and Qatar are all planning to
develop such schemes.
In the case of North Africa, plans are in place to
export power to Europe. Algiers has a target of
producing 10% of its electricity from renewable
sources by 2020, while Cairo is aiming for 20%
within the same time frame. Plans for solar
energy complexes that cover vast swathes of
desert and feed power to Europe are now being
taken seriously by governments in the European
Union, who are backing the initiative, called
Desertec.
With increasing demand for sustainable energy
solutions we are focusing resources in this area.
Our recent experiences at the Kuraymat solar
power and Naga Hammadi hydro power plants
demonstrate the beginning of our commitment
to this growing industry. We are well positioned
to work on new renewable energy projects as
they arise across the region.

12 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

In the Gulf, the UAE is leading the way in


developing renewable and alternative energy.
The government predicts the countrys power
requirements will increase from 15,500 mega
watts to more than 40,000 mega watts in
2020, with only enough gas to meet half of the
additional demand. Our regional operations in
Abu Dhabi and Dubai are strategically positioned
to take on such projects.
POWER PLANTS

Work on the solar island of the Kuraymat


solar power plant in Egypt proceeds ahead of
schedule. Site leveling, construction of temporary
access roads and storm water drainage for the
625,000 square meter island commenced late
in 2007. In January 2008 concrete works for the
support system started, in parallel with leveling of
the rock strata. Work on the underground cables
and permanent open storm drainage ditches
commenced in Q4. By the end of the year, actual
progress was approaching 50% completion. The
plant is due for commissioning in March 2010.
We are also subcontracted for civil and
underground utility works on the combined
cycle power plant at Kuryamat, an integral
part of the solar power plant complex. The first
concrete was poured in July. By year end 50%
of the concrete work was complete, two of six
buildings were ready for final finishes and 15%
of the underground utilities were in place. Actual
progress on site was almost 35% complete.
In January, the West Delta Electricity Production
Company awarded us the civil works package
for the Sidi Krir combined cycle power
plant in Alexandria, Egypt. The award is for the
construction of two 250 mega watt combustion
turbine generators and one 250 mega watt
steam turbine generator. Our scope covers piping
for the onshore cooling system, construction
of the pump house and seal well structures,
including installation of the cranes, stop logs,
steel structure and the water filtration system.
The contract also includes civil works and
structural steel relating to the power block and

main control building. Work on all underground


piping, the duct bank, irrigation and sanitary
systems, in partnership with BESIX, commenced
in November 2007 and is scheduled to last for
31 months. Our share of the contract is valued
at LE 554.7 million ($101.8 million).
During the year over 2 million cubic meters of
earthworks were completed to clear and level the
site for the Terga combined cycle power plant
in Algeria. Our contract for the 1,200 mega watt
plant is valued at 560.0 million ($826.1 million).
In October we commenced civil works, including
the marine works for the intake structure. We
also achieved 30% progress on the engineering,
ahead of our contract schedule. At year end
overall progress was 10% complete. The plant is
due for commissioning in September 2011.
In Egypt, construction work at the El Tebbin
thermal power plant is on schedule to allow
commissioning in September 2010. During the
year major works focused on completing the
piping for the cooling system, including jacking
works under the main road outside of the plant,
as well as civil works for the off-site intake
pump house and discharge structures, including
cofferdam sheet piles, cranes, water filtration
system, stop logs and steel structure. Other
priorities were the civil works for the power block
area, steel structure, water treatment area, and
main control, electrical and ancillary buildings. At
year end overall progress was 67.4% complete.
Work on the Naga Hammadi barrage and
hydro power plant for the Ministry of Water
Resources and Irrigation was completed in Q2
2009 after six years on site. The barrage consists
of a seven bay sluiceway, a 64 mega watt
hydro power plant and two navigation locks.
The project also included the diversion of the
river Nile and the construction of a high road
bridge. We completed the project in partnership
with Vinci and Bilfinger Berger, our share of
the contract was worth LE 336.0 million
($61.7 million).

PETROCHEMICALS

MANUFACTURING FACILITIES

In Oran, construction at the fertilizer plant of


Sorfert Algrie proceeds ahead of schedule
and is due for commissioning in Q4 2010.
One hundred percent commercial production
is scheduled in Q1 2011. At year end overall
progress was 47.1% complete. All long lead
and critical items were ordered early in 2008,
by the end of December all procurement was
92.8% complete. On site at Sorfert, civil works
commenced in Q1 2008 and during the year
83.9% of all basic and detailed engineering was
completed. The first bulk shipment of piping was
delivered allowing fabrication to start. At year
end steel structure fabrication was approximately
22% complete with approximately 15% of the
steel structure erected.

During the year we worked on four cement


plant contracts for Lafarge. Construction work
on line one of the United Cement Company
of Nigeria was completed and the plant was
commissioned in February 2009. Work on
the second line of the Arab Union Cement
Company in Libya was completed in March
2009. Line one at Al Safwa Cement Company
in Saudi Arabia and line one of the Syrian
Cement Company are both due for completion
at the end of 2009. The combined value of these
projects is LE 3.0 billion ($550.0 million).

Construction work, in conjunction with KBR at


the fertilizer plant of Egypt Basic Industries
Corporation (EBIC) was completed in Q4 2008.
Our scope covered all civil works. We poured
30,000 cubic meters of concrete, supplied and
erected 1,900 tons of steel structure, installed
206 pieces of mechanical equipment, welded
and erected 55,000 meters of piping above
ground level. We calibrated and fitted 1,471
instruments, laid 400 kilometers of cables and
wires in trays above ground. We also laid an
8 kilometer ammonia export pipeline connecting
EBIC to Sokhna Port and constructed two 30,000
ton ammonia storage tanks within the port
grounds.
Our work on the 400 kilometer Skikda LNG
Train in Algeria is divided into four contracts:
buildings, LNG storage tank, civil works and
piling. The combined value of the contracts,
awarded between March and August 2008 by
KBR, is valued at 1.8 billion ($331.5 million).
The project will be completed by the end of
2011 when the LNG storage tank is handed over.

Construction of the factory of the Algerian


Emirati Tobacco Company in Kolea, Algeria,
continues and is due for completion in Q3
2009. Our contract, valued at 22.0 million
($32.5 million), includes the civil works package,
finishing and electromechanical installations for
six production lines.
In Egypt work on the expansion of a factory for
the Eastern Tobacco Company is also due for
completion in Q3 2009. The factory extension
consists of a basement and two floors, with a
combined are of 51,000 square meters. The
contract also includes construction of four
14,400 square meter storage warehouses, each
with a storage capacity of 9,000 tons of tobacco.
WATER & MARINE INFRASTRUCTURE

Work on the Al Maleh Lock Extension is due


for completion in Q2 2010. The lock connects
Al Nubaria Canal with the Mediterranean Sea in
Egypt. We are doubling the length of the small
lock to 120 meters, which will match the length
of the existing large lock. We are also carrying
out rehabilitation of the electro-mechanics
on the large lock. As the main contractor our
scope includes all civil works for the 60 meter
extension, on and offshore soil investigation
and topographic survey, verification of design,
piling, construction of the diaphragm wall and
dewatering, installation of the new main and
side gates and installation of navigation aids,
monitoring devices and the new control system.
The contract is valued at LE 89.0 million ($16.0
million).
ORASCOM CONSTRUCTION INDUSTRIES 13
ANNUAL REPORT 2008

Operational review

ORASCOM CONSTRUCTION

TRANSPORT INFRASTRUCTURE

In December we completed our 110.0 million


($162.3 million) contract on the Mchria
Behar Rail Link in Algeria. We worked in
partnership with TSO and Contrack International
on the 360 kilometer stretch of track, which
included ancillary buildings, stations and all
telecommunications. We laid all tracks and
installed associated supplies and maintenance
equipment.
Orascom Road Construction is on schedule to
complete phase one of the New Assuit Road
by the end of Q3 2009. Phase one of the 112
kilometer road is divided into three contracts:
excavation and backfilling, construction of the
base course and batching for the road slopes,
construction of the asphalt pavement. By
December 2008 40% of all contracted work
had been completed.
In Alexandria work on the Borg El Arab
International Airport modernization continues
on schedule for completion in Q1 2010. In
partnership with BESIX we are contracted to
construct a new passenger terminal building with
a capacity of 1,000 passengers per hour, a cargo
terminal building with a capacity of 10,000 tons
of freight per year, aircraft parking and taxiways,
an administration building, service buildings, car
parking, aircraft fuel station, metrological data
centre and air traffic control towers.
We are employed by Alstom, as subcontractor
on the Algiers Tramway project. Our contract
is to execute all civil works on the Bordj El Kiffan
stretch and the terminal building. Valued at
32.0 million ($47.2 million), our contract also
includes installation of underground utilities,
electromechanical and finishing works for the
terminal building and construction of ancillary
buildings. Work is due for completion in Q4
2009. At year end progress was 35% complete.

14 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

The new air traffic control tower at Cairo


International Airport is due for completion at
the end of 2009. The contract, for which we are
employed as the main contractor, was awarded
June 2007 and is valued at LE 162.5 million
($29.8 million). The state of the art, 120 meter
tower is situated in the center of the airports
three runways; construction has proceeded
without any disruption to airport operations.
Work for the National Authority for Tunnels on
the Greater Cairo Metro line three extension is
valued at LE 493.3 million ($90.5 million) and is
divided over three contracts: electromechanical,
track and civil works. Our work on the extension
is due for completion in Q4 2011. At year end
we had completed 52% of the civil works
contract and 9% of the electromechanical
contract. Track works are due to start in
Q3 2009.
CITY INFRASTRUCTURE

In Q1 2008, we were awarded a Dhs 765.0


million ($209.5 million) share of a contract
awarded by Bunya for Al Reem Island in
Abu Dhabi. The joint contract, with Contrack
International, is for the construction of
regional roads and the islands central utilities
infrastructure over a site of approximately
2 kilometers square. By March 2009 the
combined contract value had increased from
Dhs 765.0 million ($207.9 million) to Dhs 1.2
billion ($315.8 million).
The Al Reem Island mega city development is
located on a natural island to the north of Abu
Dhabi City. Three developers, commissioned
by the government, are involved: Tamouh
Investments, Sorouh Real Estate and Al Reem
Investments. Each developer controls one of
the three districts that make up the 8 kilometer
square island. Development of the area at the
centre, where utilities are fed onto the island
and out to each district is managed by Bunya
Enterprises an independent partnership
between all three developers.

The combined contract includes delivering:


A 10,030 kilometer road network, including
traffic control systems
Underground power, water and
telecommunication networks
Storm water collection, irrigation and force
main networks
Fire fighting and security systems
A Traffic control system, including a satellite
traffic control tower
A 500 meter tunnel entrance to the
underground car park of Tamouh Towers, part
of the Tamouh North development
Management of the project, including logistics
and materials supply is being handled from
our Abu Dhabi office, with support from head
offices in Cairo and Virginia (USA). At year end
the project was approximately 20% complete
and on target for completion in March 2010.
During 2008 the first major project milestone,
completion of all earthworks, was met on time.
The priority for 2009 is to meet all requirements
to enable the opening of the Paris-Sorbonne
University in September an event being
attended by the presidents of the UAE and
France.
In Q1 Sorouh Real Estate awarded Orascom
Construction a Dhs 149.0 million ($40.5
million) contract for Corniche infrastructure
and landscaping works on the Saraya Abu
Dhabi development. At year end we had
replaced the old sheet piling in the lagoon area
and completed all underground infrastructure
works including: storm water drainage, sewer
drainage, water supply, irrigation network,
power and lighting and the installation of
telecommunications networks.

AL REEM ISLAND
0.5 km

Al Reem Investments
Tamouh Investments
Sorouh Real Estate

In June, the Arabian Sea Foundation announced


its first contract award. Valued at Dhs 593.0
million ($161.0 million), it is for enabling works
for towers three to eight of The Gate Towers,
Shams Abu Dhabi on Al Reem Island. The
contract, awarded by a Sorouh Real Estate and
Tameer Holdings Investments joint venture,
includes shoring, piling, dewatering, earthworks
and materials supply. Work is due for completion
in September 2009. At year end 18.5% of the
work had been completed.
The second contract awarded to the Arabian
Sea Foundation, again by Sorouh Real Estate
and Tameer Holdings Investments is for enabling
works for Central Park, Shams Abu Dhabi.
The contract, awarded in August, is valued at
Dhs 99.4 million ($27.0 million) and includes
shoring, piling, excavation, dewatering and
materials supply. Work is due to be complete in
June 2009, however due to site possession and
building permit issues only 6% was completed at
the end of December.
BUILDINGS

In Cairo, work on the Nile Corniche Towers


development for Qatari Diar is due for
completion in December 2009. Our contract, a
joint venture with BESIX is valued at LE 323.8
million ($59.4 million), and includes earthworks,
construction of diaphragm walls, dewatering,
concrete pile foundations, raft foundation and
four basements below ground level for three
towers buildings on a 9,361 square meter plot
on the east bank of the River Nile.
During 2008 work, in partnership with BESIX, on
the 25 storey Fairmont Hotel at the landmark
Nile City Towers complex in Cairo continued and
is scheduled for client handover in Q2 2009.

At the Smart Village Cairo, we continue to be


awarded new contracts. The combined value
of these contracts in 2008 was LE 1.0 billion
($183.9 million). During the year we were
awarded seven new buildings contracts as well as
the contract for the infrastructure development
for the business parks new financial district.
This contract, awarded by the Smart Village
Company, is valued at LE 255.0 million ($41.3
million) and is due for completion in Q4 2010.
New building contract awards at the Smart
Village Cairo were for the offices of Sphinx Real
Estate, Commercial International Capital
Holding Company, HC Securities, Beltone
Financial, Bank of Alexandria, Corplease and
EFG-Hermes. In 2008, we received the largest
amount of contract awards by any contractor
on the site. During the year we completed work
on new offices for Oracle and Mobinil. Work
continued on the headquarters building of the
Piraeus Bank.
In the year under review we were awarded major
buildings contracts in Egypt, including the Mall
of Africa and Cairo Festival City developments.
The Mall of Africa project was awarded in
February and is due for completion in Q2 2010.
The contract is valued at LE 1.1 billion ($201.9
million). Work on the Cairo Festival City started
in May. The contract is valued at LE 1.9 billion
($348.7 million).
Other buildings contracts awarded in Egypt
include the Embassy of Oman (Zamalek Tower)
and the residence of the Ambassador of
Oman. We were also awarded a LE 103.0 million
($18.9 million) contract to construct the skeleton
frames of 54 villas at the Marassi Sidi Abdul
Rahman waterfront development.
During the year, work in New Cairo continued
for the new headquarters of Misr for Clearing,
Depository and Registry (MCDR) and for BNP
Paribas.

ORASCOM CONSTRUCTION INDUSTRIES 15


ANNUAL REPORT 2008

Operational review

BESIX GROUP

www.besix.com

THE BESIX GROUP HAS BEEN IN OPERATION FOR 100


YEARS. IT IS A MULTI-SERVICE GROUP OPERATING IN THE
CONSTRUCTION, REAL ESTATE AND CONCESSION SECTORS
IN 19 COUNTRIES. IN CONSTRUCTION THEIR FOCUS IS ON
BUILDINGS, INFRASTRUCTURE AND ENVIRONMENTAL
PROJECTS, INDUSTRIAL CIVIL ENGINEERING, MARITIME
AND PORT WORKS AND REAL ESTATE DEVELOPMENT.

Financially, 2008 was a very good year for the


BESIX Group. New contract awards totaled
2.1 billion ($3.1 billion), an increase of 34%
on 2007, and a record for the Group. Its order
backlog grew from 2.3 billion ($3.4 billion) to
3.6 billion ($5.3 billion) of which 74.6% was
from outside of Benelux-France region. The
international market continues to be a major
strength, with projects in the United Kingdom,
Central Europe, Central and North Africa, the
Middle East, Central Asia and the Caribbean.
Due to its presence in the Gulf region for over
40 years, BESIX and its regional entities (including
Six Construct) have been awarded various high
profile projects, including the Burj Dubai (the
tallest building in the world), Yas Island (home
to F1s new Grand Prix in Abu Dhabi) and the
Jumeirah Golf Estate Sewerage Treatment Plant
(the worlds largest membrane biological reactor
plant). Gulf region contracts accounted for 53%
of the groups turnover in 2008.
In recent years BESIX has consolidated its
presence in existing markets and targeted new
markets, most recently Trinidad & Tobago and
the Republic of Azerbaijan. It is the groups
strategy to continue to target new markets,
but focusing on niche clients and undertaking
more contracts which use its core skills i.e. the
construction of large buildings and marine works.

16 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

BUSINESS UNITS

The BESIX Group reviewed its organizational


structure in order to meet new objectives, as well
as local and world market requirements. It now
operates under three business units:
Contracting is responsible for construction
and its related resources, with a view to
establishing synergies between its constituent
divisions: Construction, Construction Middle
East and Contracting New Developments.
Real Estate enables BESIX to promote
residential, office and commercial projects.
Concessions enable the group to provide
total solutions to its clients. It can design,
finance, manage and maintain infrastructure
or civil engineering structures. This business
develops synergies between the companies of
the group.
In March, BESIX signed a partnership agreement
with Suez Energy Services, and its Belgian
subsidiary Axima Services, to jointly develop
engineering maintenance, energy management
and facility management activities in the Middle
East.
In May, Coentunnel Company, a concession
company in which BESIX holds a stake, signed a
design, build, finance and maintain contract with
Rijkswaterstaat for extending the capacity of the
Coentunnel in Amsterdam.

In July, BESIX, as part of a consortium, signed a


BOOT (build, own, operate and transfer) contract
with the Emirate of Abu Dhabi, relating to the
financing, design, construction and operation of
two waste water treatment plants for the cities
of Abu Dhabi and Al Ain.
In December, BESIX announced an agreement for
the acquisition of the Franki Foundations Group
Belgium and its subsidiaries. Franki offers total
solutions for numerous types of foundations,
from engineering, consultancy and design to the
execution of a wide range of techniques for pile
foundations and slurry walls, deep excavations
and soil improvement. It is a renowned leader in
this industry and is widely known for its technical
robustness and engineering capabilities. Franki is
an innovator in the deep foundations market.
The deal was concluded in January 2009.
INVESTMENT

BESIX are in the process of developing a


common technology platform to run across all
of its businesses. The strategic benefits of such
a system include: a faster management decision
process, real-time transparency on the profit and
loss of each contract, optimization of supplier
management, improved workforce planning,
better management of human capital, improved
financial control and visibility of cash flow. The
first pilot of the new system is scheduled during
Q4 2009.
During the year, BESIX made a net investment
of approximately 40.0 million ($59.0 million)
in new equipment, specifically for its marine
and land based fleet. The most significant
investment, a new pedestal crane for the Self
Elevating Platform Pauline, will be used primarily
for large marine projects. The crane, valued at
4.2 million ($6.2 million) was ordered in 2008,
and its installation is due for completion in Q2
2009. The new crane will allow Pauline to lift
loads that are double the capacity of its former
ringer crane, allow it to work faster and to work
in more difficult weather conditions (particularly
heavier seas).

GULF STATES BUILDING AWARDS

TURNOVER BY SECTOR

TURNOVER BY REGION

BEST INFRASTRUCTURE PROJECT


BUILDINGS 47%

1ST

OTHER 2%
ENVIRONMENTAL 2%
QUARRIES 3%
CONSTRUCTION
MANAGEMENT 5%

GULF REGION 53%


NETHERLANDS,
LUXEMBURG &
FRANCE 12%
NORTH AFRICA 3%

MARINE WORKS 10%


CENTRAL AFRICA 2%
CIVIL WORKS 31%

AWARDED FOR AL GARHOUD BRIDGE

BELGIUM 27%

EASTERN EUROPE 1%
OTHER 2%

ORASCOM CONSTRUCTION INDUSTRIES 17


ANNUAL REPORT 2008

Operational review

BESIX GROUP

TRANSPORT INFRASTRUCTURE

BESIX is involved in many significant transport


infrastructure projects across Europe, North Africa
and the Middle East. Despite the downturn in
building development projects, specifically in the
UAE, construction of government supported
infrastructure development continues and BESIX
projects proceed as planned.
Work on Yas Island, BESIXs flagship city
infrastructure project proceeds as scheduled,
driven by the arrival of the F1 Grand Prix in
November 2009. Aldar Properties and BESIX
(50/50 partnership) have set up a management
contracting company to carry out the contracts
awarded to them on Yas Island. ALDAR-BESIX is
responsible for logistics, planning, supply, design
and management of the site and general project
supervision. BESIX also has the contract for the
construction of infrastructure services across the
island including a marina, a shopping centre, the
Ferrari Theme Park and all the access routes to
the island.
In February, work on Al Garhoud Bridge in
Dubai was completed, for which BESIX was
awarded Best Infrastructure Project at the
Gulf States Building Awards. The bridge is a
combination of two independent decks each
with seven lanes, spanning 520 meters over
Dubai Creek. With the help of more than 2,000
engineers, technicians and workers, the project
team completed the complex project in two years
without interruption to daily traffic in the busiest
area of the city.
A consortium of Six Construct and Alstom
received a contract from the Roads and Transport
Authority to design, construct and maintain
the Al Safooh Transit System in Dubai. The
contract represents phase one of the project,
which will span 9.5 kilometers and have 13
stations. BESIX expects additional work on phase
two, a 4 kilometer extension with six more
stations. Upon completion the transit system
will link Madinat Jumeirah, Mall of the Emirates,
Dubai Marina and Jumeirah Beach Residence.

18 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

A number of BESIXs transport infrastructure


projects in the UAE are outside of Dubai,
including the Shahama Saadiyat Freeway
in Abu Dhabi, which was completed for Aldar
Properties in November. The scope included the
construction of a ten kilometer highway with
three interchanges and 17 bridges, each with
ten lanes and all associated utilities and lighting.
In Equatorial Guinea, BESIX worked on two
major bridge projects. The Timbabe Bridges
involved the construction of two 134 meter
pre-stressed concrete bridges each to carry three
traffic lanes. Work was completed at the end of
2008. The Riaba Bridges are due for completion
mid 2010. This project involves the construction
of three pre-stressed reinforced concrete bridges
of 185, 139 and 192 meters long, spread over a
distance of 5 kilometers. The combined value of
both projects is 78.0 million ($115.1 million).
In Europe, where BESIX are involved in numerous
transport infrastructure projects, the company
led the construction of the Bijlmer Railway
Station near Amsterdams Arena Stadium. This
109.0 million ($160.8 million) contract involved
the design and construction of a new station,
including two metro lines and six national rail
lines, as well as the Schiphol Frankfurt high
speed rail link. Work was completed in early
2008.
MARINE INFRASTRUCTURE

The BESIX Group has built up a solid reputation


for marine works jetties, quay walls and the like
in Belgium and abroad. In the United Kingdom
BESIX was involved in a complex project involving
renovation, demolition and reconstruction of
the South Hook LNG jetty to enable large LNG
tankers to dock.
In Qatar, Six Construct is working on the civil
engineering package and construction of
pontoons for the expansion of the Ras Laffan
Port for Qatar Petroleum. The three year project,
due for completion in 2011 is valued at 101.0
million ($149.0 million). In the UAE, BESIX are
working on the construction of the inner harbor

of Hamriyah Port. Phases three and four involve


the construction of the quay wall as well as
dredging and excavation of approximately
4 million cubic meters.
WATER TREATMENT

BESIX continues to develop their recurrent


long-term income streams by strategically
positioning themselves in the rapidly growing
water treatment market. The following projects
highlight some of their most prestigious water
treatment contracts.
In August the Abu Dhabi Water and Electricity
Authority awarded BESIX and Veolia Water a
525.0 million ($774.5 million) contract to build,
own and operate the new Abu Dhabi and
Al Ain wastewater treatment plants. The
operational contract is to last 25 years before it
is due to transfer.
Work on the Emirate of Ajman sewer and
wastewater treatment scheme in the UAE
was completed. The ambitious project involved
the construction of a sewer system to serve
380,000 citizens and a wastewater treatment
plant to process 48,000 cubic meters per day.
Moalajah, a BESIX-Veolia Water company,
has now commenced their 25 year operational
contract.
The Jumeirah Golf Estate Sewerage
Treatment Plant in Dubai is the largest
membrane biological reactor plant in the world.
BESIX, through Six Construct and BESIX Sanotec,
are involved in the construction of the plant, they
also have a ten year operation and maintenance
contract. When fully operational the plant will
have the capacity to treat 220,000 cubic meters
every day.

BUILDINGS

BESIX have the privilege to work on many


landmark buildings across Europe and the Middle
East, the most significant of which is the Burj
Dubai tower in Dubai.
The Burj Dubai tower is the worlds tallest,
standing at more than 800 meters. When
complete it will house a 42 floor hotel, 98 floors
of residential accommodation and 21 office
levels, including an observatory. BESIX have been
involved in the project since February 2005.
During 2008 the focus was on completing the
structural works, facades and finishes. Building
a tower of this magnitude has created many
technical, financial and resourcing challenges
on top of strict deadlines, but despite all the
challenges work proceeds on schedule for
completion by the end of 2009.
Adjacent to the Burj Dubai, BESIX were involved
in the construction of two more exclusive
developments for Emaar Properties. First to be
completed was The Address, a 63 storey five
star hotel and serviced apartment building.
Still under construction is the Burj Dubai
Development, two high rise residential towers
which are due to be completed in 2010.
In Abu Dhabi, construction of the complex and
sculptural Sheikh Zayed Bin Sultan Al Nahyan
Mosque was completed in 2008. BESIX was
main contractor and project manager for the
three year project. The mosque, which covers a
total area of 22,412 square meters, is the third
largest in the world. It boasts four minarets, each
rising 115 meters above ground level and 57
white marble domes. It has the capacity to hold
40,000 worshippers across several rooms the
largest has the capacity for 9,000 people.

The structural works of the iconic Tornado


Tower in Doha, Qatar, were finished in
November 2008. The uniquely designed tower
is now one of the highlights on the city horizon
due to its distinctive shape, outer steel structure
and lighting system. BESIXs contract included full
fit-out of the central core, basement, ground and
first floors, as well as shell and core works.
Across North Africa towns and cities are
undergoing much needed development for
local and visiting tourists. In Morocco, BESIX are
contracted to build the Magazan Resort, a
500 room hotel set over 5 hectares inspired by
traditional Moroccan architecture. The project,
valued at 115.0 million ($169.6 million) is due
for completion in August 2009 and includes the
construction of roads and utilities networks, a
waste water treatment and recycling plant and
landscaping.
In Europe landmark building projects include the
Schiecentrale in Rotterdam, Netherlands a
former power station which BESIX are converting
into an office complex for creative industries. In
Brussels renovation of the Palais des Congrs
proceeds on schedule for completion in July
2009 and will include three auditoriums, a 4,000
square meter, 5.5 meter high multifunctional
exhibition space and twenty meeting rooms. The
60.0 million ($88.5 million) contract includes
demolition, structural, finishing, mechanical
and electrical works as well as preservation and
restoration of the Monts des Arts garden and
streets.
POWER AND INDUSTRIAL PLANTS

BESIX Benelux-France is active in industrial


projects. During the year work for AREVA
progressed well on the Georges Besse II
uranium enrichment plant in the South of
France. Also in France, civil works for the Pontsur-Sambre combined cycle power plant, a
400 mega watt facility proceeded on schedule
to be completed in June 2009.

ORASCOM CONSTRUCTION INDUSTRIES 19


ANNUAL REPORT 2008

Operational review

CONTRACK INTERNATIONAL

TURNOVER BY SECTOR
INSTITUTIONAL 45.1%
INFRASTRUCTURE 13.8%

www.contrack.com
OPERATION &
MAINTENENCE 17.4%

GOVERNMENT 23.7%

CONTRACK INTERNATIONAL IS A LEADING


INTERNATIONAL CONSTRUCTION CONTRACTOR.
IT PROVIDES ENGINEERING, PROCUREMENT AND
CONSTRUCTION SERVICES PRIMARILY ON INSTITUTIONAL
AND INFRASTRUCTURE PROJECTS THROUGHOUT THE
MIDDLE EAST, THE GULF AND CENTRAL ASIA, AS WELL
AS OPERATION AND MAINTENANCE SERVICES.

In April 2008, Emaar Properties awarded


Contrack three contracts at the Marassi Sidi
Abdul Rahman waterfront development on the
north coast of Egypt. Contrack will construct 199
villas, 64 townhouses, a beach club house and
associated facilities. The combined value of the
contracts was LE 252.0 million ($46.2 million).
However, at the request of the client, the beach
club house was expanded from 2,500 square
meters to 9,400 square meters and the contract
value increased by LE 73.1 million ($13.4 million).
At year end all projects were approximately 35%
complete.
HUMANITARIAN AND DEFENSE

Against an adverse global construction climate,


Contrack Internationals performance during
2008 was exceptionally strong. New contract
awards totaled $1.4 billion up 515.7% from
$0.2 billion in 2007. Revenue increased to
$0.4 billion from $0.3 billion last year.
Contrack ended the year with a record backlog
of orders totaling $1.3 billion, an increase of
334.7% over the same period last year. Its
strength comes from a well diversified program,
which includes infrastructure development in
the UAE and institutional programs in Qatar.
Added stability comes from working with the US
Government on significant rebuilding projects in
Afghanistan.
CITY INFRASTRUCTURE

Late in 2007, Sorouh Real Estate awarded a joint


contract to Contrack and Orascom Construction
for infrastructure and landscaping works on the
Saraya Abu Dhabi development. In February,
both companies were awarded a second joint
contract, also in Abu Dhabi. This contract, for
Al Reem Island, was awarded by Bunya
Enterprises for the construction of regional roads
and the islands central utilities infrastructure over
a site of approximately 2 kilometers square.

20 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

BUILDINGS

Soon after the completion of the QAR 1.2 billion


($337.0 million) Science and Technology Park
in Qatar, Contrack was awarded another contract
by the Qatar Foundation. This contract, for the
design and construction of the Sidra Medical
and Research Center is valued at QAR 8.8
billion ($2.4 billion) and is a joint venture with
OHL of Spain. Contracks share is valued at
QAR 4.0 billion ($1.1 billion).
The medical centre, part of the Education City
development in Doha, will offer clinical care
as well as education and biomedical research
facilities. The design features three-zones, for
patient, family, and staff. The all-digital, wireless
clinical care facility will house approximately 412
beds with infrastructure to enable expansion to
550 beds. The biomedical research component
will house five core facilities.
Construction at Sidra started in February 2008
and is scheduled for completion in 2012. Work
includes the construction of the main hospital,
the outpatient clinic, an underground car park,
a multi-storey car park and the central services
building, as well as numerous ancillary buildings
and facilities.

In the year under review, the US Army


Corps of Engineers awarded Contrack with
approximately $64.0 million of new contracts
in Afghanistan. They also received a third year
option to continue operation and maintenance
contracts for Afghan National Army Bases
throughout Afghanistan. This contract covers
over 50 different facilities located across
extremely volatile parts of the country and
regularly employs over 1,350 people including
US, local and third country nationals.
Work for the US Army at Bagram Air Base
continues on the new tanker truck fuel
offloading facility, the perimeter fence, guard
towers and bulk fuel storage facility. The air
base, which runs over 100,000 flight operations
per year, has been the US stronghold in the
region for the last six years. Contrack have had a
regional presence at the airfield since 2003.
At Kabul International Airport work on the
new fuel storage facility proceeded well during
the year and was completed on schedule in
February 2009. Other completed projects include
the class three fuel line and a fuel point facility
near the airport in Kabul.
Work progressed well on the construction of
new facilities for special aircraft operations
at Al Udeid Air Base in Qatar as well as the
renovations to the Mudeirej Bridge in Lebanon.
Both projects should be completed at the close
of 2009.

TURNOVER BY REGION

AFGHANISTAN 30.7%
EGYPT 8.3%
QATAR 43.5%

UAE 8.2%
LEBANON 3.8%
JORDAN 5.4%
IRAQ 0.1%

ORASCOM CONSTRUCTION INDUSTRIES 21


ANNUAL REPORT 2008

Operational review

24
26
28
28
28

National Steel Fabrication


Alico Egypt
United Paints and Chemicals
National Pipe Company
SCIB Chemical

NATIONAL STEEL FABRICATION

ALICO EGYPT

Manufacturers of fabricated steel products


primarily for energy, petroleum, industrial and
construction clients.

Fabrication and installation of aluminum and


glass curtain walls, doors and windows as well
as architectural aluminum works primarily for
building projects.

MARKETS

MARKETS

The company operates from three plants in Egypt


and one in Algeria, supplying customers primarily
in North Africa, the Middle East and Europe.

The company operates from a plant in Egypt,


supplying products to customers across North
Africa, primarily in Egypt, Libya, and Sudan.

EMPLOYEES

EMPLOYEES

3,650

560

OWNERSHIP

OWNERSHIP

100%

50%

CONSTRUCTION
MATERIALS
We invest in complimentary construction
materials to broaden our offer and increase
our value to our clients. Value comes from
being able to provide sought after products
and services inclusively, within market leading
prices and delivery times from companies
that have a proven track record.

Picture caption
TEN YEARS OF SUCCESS

In 2000 National Steel Fabrication supplied the


fabricated steel structure for the 55 towers of
the wind farm at Zafarana, Egypt.

22 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

UNITED PAINTS & CHEMICALS

NATIONAL PIPE COMPANY

SCIB CHEMICAL

Manufacturers of cement based, ready mix


mortars for the construction industry.

Manufacturers of precast concrete pipes and


pre-stressed concrete cylinder pipes primarily for
infrastructure projects.

Manufacturers of decorative paints and industrial


coatings primarily for the construction industry.

MARKETS

MARKETS

MARKETS

The company operates from a site in Egypt,


supplying products to customers primarily in
Egypt, Libya, Saudi Arabia, Lebanon and Syria.

The company operates from two sites in


Egypt, supplying customers across Egypt and in
neighboring countries.

The company operates from a site in 6th October


City and sells to customers across Egypt and in
neighbouring countries.

EMPLOYEES

EMPLOYEES

EMPLOYEES

200

500

345

OWNERSHIP

OWNERSHIP

OWNERSHIP

50%

40%

15%

ORASCOM CONSTRUCTION INDUSTRIES 23


ANNUAL REPORT 2008

Operational review

NATIONAL STEEL
FABRICATION
www.nsfegypt.com

24 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

THE CORE BUSINESS OF NATIONAL STEEL FABRICATION IS THE


FABRICATION AND ERECTION OF HEAVY STEEL STRUCTURE
FOR THE CONSTRUCTION INDUSTRY. THEY SHIP PRODUCTS TO
CUSTOMERS ACROSS NORTH AFRICA, THE MIDDLE EAST AND
EUROPE INCLUDING THE UNITED KINGDOM. BY THE END
OF Q2 2009, CAPACITY WILL INCREASE TO 120,000 TONS OF
FABRICATED STEEL ANNUALLY.

The skills and services of National Steel


Fabrication (NSF) are essential in maintaining
Orascom Constructions position as Egypts
leading contractor for power generation projects
in both Egypt and Algeria, and to enable us to
embark on major new projects being tendered
in the UAE. The capability of NSF gives Orascom
Construction a competitive edge when tendering
for such demanding projects.
National Steel Fabrication is investing in specialist
equipment and developing the skills of their
employees, particularly to meet requirements
on renewable energy projects. Orascom
Construction has have been looking at ways to
maximize that investment and develop synergies
between both businesses.

condensers and heat exchangers which serve


as integral components in power plants and
industrial projects.
In collaboration with Babcock-Hitachi, NSF and
Orascom Construction are targeting contracts
for the construction of Egypts new super
critical power plants. Bidding has started on the
contracts for two new 260 mega watt plants to
be built in Ain Sokhna, Egypt.
PROJECT UPDATES

During Q4, NSF completed major contracts in


Egypt for the El Tebbin thermal power plant,
Egyptian Cement Company (line five) and
Misr Beni Suef Cement Company with a total
combined contract value of LE 135.7 million
($24.6 million).

In September NSF announced the signing of


an agreement with Babcock-Hitachi KK of
Japan for the future cooperation on the design,
manufacture and erection of super critical
technology boilers for power projects in Egypt.
Babcock-Hitachi will be working closely with NSF
to transfer technology, and share knowledge and
experience. Together we aim to maximize the
localization of their products and to establish a
strong base for power boilers in the region.

Ongoing work in 2008 totaled the supply of


over 49,000 tons of fabricated steel works from
cement plants to power stations and factories to
liquefied natural gas plants. NSFs healthy backlog
from early in 2008 has minimized the affects
of the global credit situation and completion of
these projects will take NSF billing well into 2009
with a further 45,000 tons to be supplied.

The Babcock-Hitachi agreement reflects the


visions of National Steel Fabrication and Orascom
Construction to continue expanding core
competences in the power sector. This precedes
the acquisition in 2007 of IBSF, designers
and manufactures of boilers, pressure vessels,

In Egypt projects due for completion in 2009


include the Nubaria III combined cycle power
plant, Cairo West thermal power plant and
the Kuryamat solar power plant the first of
its kind in Egypt and a landmark contract for NSF.
In Algeria, supply of steel for the construction of
the fertilizer plant of Sorfert Algeri is due to
be completed in June.

NEW CONTRACTS

New contract awards in 2008 totaled 40,400


tons over over 13 months. The most significant
contracts being:
Supply and fabrication of locally manufactured
equipment and fabrication of the steel
structure for the factories of El Safwa Cement
Company (Saudi Arabia) and the Syrian
Cement Company. The contracts, awarded
in January are worth a combined total of
LE 129.6 million ($23.5 million).
Fabrication of steel structure, plate works and
mechanical parts for the process building, lime
kiln and pulp dryer for the sugar beet factory of
the Nile Sugar Company in Alexandria. The
contract was awarded in July and is valued at
LE 43.6 million ($8.0 million).
Supply, fabrication and erection of steel
structure, plate works, tank materials and
accessories for the Terga combined cycle
power plant for Sonelgaz in Algeria. The
contract was awarded in August and is valued
at LE 82.4 million ($15.0 million).
EXPANSION

In April the Suez Industrial Development


Company signed over 500,000 square meters
of land in its industrial park in Ain Sokhna. The
land, purchased for LE 50.0 million ($9.1 million)
is now home to NSFs new state-of-the-art
workshop facility. The plant has a total capacity
of 60,000 tons annually and will produce
structural steel and plate works.
A priority for 2009 is to get the new facility
running at full capacity. Construction and
equipment installation are running on schedule.
Recruitment and staff training are progressing
well. The facility commenced partial operation in
Q4 2008, with a capacity of 1,000 tons a month.
The plant should be running at full capacity by
the end of Q2 2009.
Total capacity, when Ain Sokhna is at full
capacity, will be 120,000 tons annually.

ORASCOM CONSTRUCTION INDUSTRIES 25


ANNUAL REPORT 2008

Operational review

ALICO EGYPT

www.alicoegypt.com

DURING 2008, THE FACTORY LOCATED IN AIN


SOKHNA, EGYPT, WAS REDESIGNED TO INCREASE
PRODUCTIVITY AND CAPACITY AS WELL AS CREATING
SPACE FOR NEW MACHINERY DUE IN 2009. IN 2008,
REVENUE INCREASE BY 35% AND SALES TURNOVER
INCREASED BY 10%.

Due to a healthy backlog of projects, Alico have


over LE 165.0 million ($30.0 million) of contracts
in progress taking them through to Q1 2010.
However it is their intention to improve on the
original delivery times quoted following the
reorganization of their business in 2008.
Projects in Egypt due for completion in 2009
include the new terminal building at Borg El
Arab International Airport in Alexandria, a
new headquarters building for the Arab Bank,
the new regional processing centre for HSBC and
new buildings for the Kuwaiti Embassy and the
Embassy of the Sultanate of Oman.
NEW CONTRACTS

Improving the financial and operational


management of the business in 2008 was
a key focus. Management teams for both areas
were bolstered with the appointments of a new
Chief Financial Officer, a new Technical Director
and a new Operations Director.
Following a review of company operations and
procedures Alico have in place ambitious plans
to further increase revenues by 80% in 2009.
This will be done through stricter compliance
with schedules, maximizing the productivity of
the labor force, improvements on project and
cost control procedures, increasing production
capacity and expanding their product range.
Alico will also be more aggressive in developing
export opportunities particularly in Algeria and
Libya.
EXPANSION

Alico plans to expand its product range for


the industrial glass sector to meet growing
demand and secure a larger market share. To aid
expansion they are purchasing new machinery
for aluminum and glass fabrication at a total
cost of LE 5.5 million ($1.0 million). The new
machinery is to add additional capacity and
enhance quality. Also on order for 2009 is a new
computerized numerical control machine for
aluminum fabrication. This will enhance quality
and production capabilities, enabling Alico to

26 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

tackle more complicated projects. A new dryer


for glass processing, also on order, will increase
production capacity for the industrial glass sector.
Alico is preparing to develop new products,
including new window systems for the residential
sector, to aid the construction of villas and
compounds. Production of these products is
expected to start in April 2009 when equipment
orders and reorganization work are complete.
PROJECT UPDATES

During 2008 Alico completed a prestigious


contract for the new terminal three building
at Cairo International Airport. This contract
worth LE 60.0 million ($10.9 million) includes the
supply of 20,000 square meters of glazed curtain
walls, 10,000 square meters of internal partitions
and more than 30,000 square meters of external
aluminum cladding.
At the Smart Village Cairo works were
completed on the office buildings of Oracle,
Mobinil, Raya Holdings, Delta Securities and
the Kipling School. Also in Egypt work was
completed on HSBCs new headquarters and
the French Embassy in Cairo. During the year
Alico completed their first export order to Libya,
for aluminum doors and windows to the Swani
Hospital.

During 2008 new contracts were awarded


totaling LE 120.0 million ($22.0 million) an
increase of 20% on 2007. Most significantly
contracts were awarded for:
February: curtain walls and windows for
the new headquarters building of Beltone
Financial. Value: LE 7.7 million ($1.4 million).
April: curtain walls, windows and suspended
glass walls for the regional processing centre of
HSBC. Value: LE 7.0 million ($1.2 million).
May: curtain walls, cladding, automatic
entrance doors and architectural canopies for
the Mall of Africa a 260,000 square meter
retail complex in Cairo. Value: LE 37.0 million
($6.8 million).
June: curtain walls, doors and windows for
the new headquarters of EFG-Hermes. Value:
LE 12.0 million ($2.2 million).
November: curtain walls, cladding and
suspended glass walls for the new
headquarters of BNP Paribas. Value: LE 12.6
million ($2.3 million).
December: curtain walls, decorative stainless
steel structure, doors and windows for the
new headquarters of the Royal Embassy of
Saudi Arabia. Value LE 32.0 million ($5.8
million).

EXPANSION
CAPACITY INCREASE FROM
20042009 (1000m2)

240
205

126
100

04

100

05

06

07

08

ORASCOM CONSTRUCTION INDUSTRIES 27


ANNUAL REPORT 2008

Operational review

CONSTRUCTION MATERIALS

www.drymixegypt.com
www.scibpaints.com

28 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

UNITED PAINTS AND CHEMICALS

NATIONAL PIPE COMPANY

SCIB CHEMICAL

United Paints and Chemicals manufacture and


sell cement based ready mix mortars under the
brand name Dry Mix. The company also has
investments in Egyptian Gypsum Company,
BASF CC Egypt, manufactures of chemicals for
the construction industry and A-Build Egypt, a
waterproofing contractor.

The National Pipe Company (NPC) is Egypts


leading manufacturer of precast and pre-stressed
concrete pipes. Pipes are primarily for water
transmission pipelines and wastewater force
mains applications in infrastructure projects. They
have an annual capacity of 38 kilometers.

SCIB Chemical manufactures decorative paints


and industrial coatings primarily for contractors
across Egypt. From their factory in 6th October
City they produce up to 70,000 kiloliters of paint
annually. Materials are provided for projects
across the country, often in conjunction with
Orascom Construction.

Significant contracts awarded in 2008 include the


supply of products to the Porto Marina, Porto
Sokhna and El Gouna resorts in Egypt, the
American University in Cairo and the Palm
Hills compound in 6th October City, as well as
Al Rehab City and Madinat City, both major
new urban developments in New Cairo.
During the year, United Paints and Chemicals
launched new retail sales and distributor
channels, contributing LE 12.0 million ($2.2
million) to revenue. With the appointment of a
dedicated retail sales team driving forward this
side of the business is a priority.
We expect to see an improvement on export
sales throughout 2009 due to the appointment
of a new Regional Export Manager.
Business priorities for 2009 include rebranding
and new marketing for Dry Mix, including
specific product marketing for putty. There
are also plans to improve the sales of Dry Mix
decorative facade renders, as well as expanding
the wider product range. Productivity will be
improved in May following the installation of
new mixing and packing machines, delivering
small pack sizes faster will better serve the retail
market.

In November, NPC was awarded a major contract


by Arab Contractors for the water supply to
Belbees City. During the year they were also
awarded two significant contracts by the El Amr
Construction Company, for the supply of piping
for the water lines at the Tanta and Zefta
Water Stations. Total new contract awards
during 2008 were valued at LE 31.5 million
($5.8 million).
In the year under review, work was ongoing
for significant projects including the Al Ayat
Sewage Plant and the New Cairo Water
Mains. At El Sheroook City the main irrigation
network was completed, as well as the intake
pipelines for the Sidi Krir, El Tebbin and
Nubaria power plants. In 2008 NPC supplied
approximately 10.9 kilometers of concrete piping
to Egyptian power plants.
In August 2009 NPC will open a new production
line at Badre City, Egypt. This will increase annual
capacity to 86 kilometers of concrete piping
annually.

ORASCOM CONSTRUCTION INDUSTRIES 29


ANNUAL REPORT 2008

Operational review

32 Suez Industrial Development Company


33 Contrack FM

PROPERTY
MANAGEMENT
Our investments in property management,
facilities and in infrastructure concessions
enable us to capitalize on business synergies
across the companies that we have investments
in. Orascom Construction Industries as a whole
benefits from money and investment staying
within the group.

30 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

SUEZ INDUSTRIAL DEVELOPMENT


COMPANY

Owner, developer, operator and utility facilitator


of an 8.75 million square meter industrial park
located in Ain Sokhna, Egypt.

CONTRACK FM

Integrated property and facilities management


company providing full hard (engineering) and
soft services in Egypt.

MARKETS

MARKETS

Light, medium and heavy industries, services and


commercial clients.

High asset value clients operating in the financial,


corporate, commercial, public, residential,
academic and industrial industries.

EMPLOYEES

EMPLOYEES

91

2,200

OWNERSHIP

OWNERSHIP

60.5%

100%

Picture caption
TEN YEARS OF SUCCESS

Orascom Construction has built over 50% of


the Smart Village Cairo since 2000. Contrack
FM now provides services to over 90% of the
buildings.

ORASCOM CONSTRUCTION INDUSTRIES 31


ANNUAL REPORT 2008

Operational review

SUEZ INDUSTRIAL
DEVELOPMENT COMPANY

REVENUE 2008
TOTAL REVENUE LE 141.7MILLION
($26.0 MILLION)
SERVICES & UTILITIES 7%

www.sidc.com.eg
LAND SALE 93%

THE SUEZ INDUSTRIAL DEVELOPMENT COMPANY OWNS


AN 8.75 MILLION SQUARE METER INDUSTRIAL PARK IN
AIN SOKHNA, EGYPT. DURING 2008 A TOTAL OF 991,359
SQUARE METERS OF LAND WAS SOLD, WITH 3,264,185
SQUARE METERS REMAINING FOR SALE. BASED ON CLIENT
NUMBERS AND LAND SOLD, THEY LEAD THE MARKET IN
THE SUEZ AREA.

Clients operating from the industrial park


include four Orascom Construction Industries
companies: Egyptian Fertilizers Company
(EFC), Egypt Basic Industries Company (EBIC),
Alico Egypt and National Steel Fabrication.
The workshop for Orascom Constructions precast concrete products is also located at the Suez
Industrial Development Company (SIDC), as
well as our mobilization unit, warehousing and
workshops for all Ain Sokhna based projects.
By having these companies and facilities based
within SIDCs industrial park it can benefit from
business synergies. Orascom Construction
Industries as a whole benefits from money
staying within the group.
During the year contracts were negotiated and
signed with six new clients for land totaling
991,359 square meters at a combined value of
LE 83.4 million ($15.3 million). The new clients,
all freeholders, include DETAC (manufactures
of ready mix concrete), the Egyptian Financial
& Industrial Company (manufactures of
phosphate-based fertilizers), Verdi for Ceramic
and Porcelain Tiles and Ideal Home for Steel
Fabrications (manufactures steel containers and
structures).

32 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

As the developer and utilities facilitator SIDC is


responsible for all onsite facilities, from irrigation,
roads and street lighting to water, gas, electricity
and telecommunications networks. Clients
annual maintenance fee includes the provision
and upkeep of all these services. Housing for
employees of SIDC and its clients is also available
at an additional cost.

In 2009 further improvements are planned,


including landscaping, which will enhance the
industrial parks image. Water pumping station
number one and electricity distributer number
two will come into operation during 2009.
SIDC is also preparing for construction of its
new non-hazardous solid waste landfill.
LOOKING AHEAD

SITE DEVELOPMENT

During the year major site developments were


initiated and/or completed, including:
Phase one of the main electrical cables
tunnel for new and existing clients. This was
completed in January and will save future
excavation, time and cost.
In February, design and coordination for the
tie-ins between EBIC and EFC started.
Excavation and construction of phase two of
the electrical cables tunnel started in March.
SIDC purchased a new 25 mega volt ampere
electricity distributor to increase available
capacity to new clients. This was installed in
December.
In July, SIDC started the construction of a 500
cubic meter water tank for pumping station
number one to increase water capacity.
The pipe tunnel between EBIC and EFC was
completed in December enabling ammonia
and other commodities to be transferred
between plants.

The current global financial situation is putting


strains on the business and they expect some
delays or defaults on tenants land payment
installments. Minimal land sale is expected and
accounted for during 2009-10. In addition SIDCs
ten year tax holiday ends in 2009 and they will
start paying 20% income tax. SIDC is aiming
to increase income from services and utilities,
and is working on an expenses versus cash flow
budget.

CONTRACK
FM

REVENUE 2008
TOTAL REVENUE LE 52.7 MILLION
($9.7 MILLION)
FINANCIAL 9%
INDUSTRIAL 5%
RESIDENTIAL 1%
MEDICAL 4%

www.contrackfm.com
CORPORATE 81%

CONTRACK FM PROVIDES TOTAL PROPERTY AND


FACILITIES MANAGEMENT SERVICES FOR PUBLIC AND
PRIVATE CLIENTS. THEY PROVIDE A RANGE OF SERVICES
TO 40 CLIENTS ACROSS EGYPT. DURING 2008 THEY
ACQUIRED NEW CONTRACTS TOTALING LE 70.0 MILLION
($13.0 MILLION) ANNUALLY AND TOTAL REVENUE
INCREASED BY 52%.

When Contrack FM was established in 2004 to


serve the Nile City Towers Investment Company
and the tenants of Nile City Towers, minimal
capital was invested. The company started
operations with 150 employees servicing one
complex. At the end of 2008 it employed 2,200
people at sites across Egypt.
Most of Contrack FMs growth has been
financed from its own cash flow, which is
reflected in bottom line earnings. After four
years of operation, it is still reinvesting all
earnings back into the business as it works to
achieve its long term goal to be the leading
facilities management company in Egypt and
the number one facilities management choice
for companies in the financial sector.
Contrack FM offers total property and facility
management; services include operation and
maintenance of technical systems, housekeeping,
janitorial, cleaning and catering services, security,
landscaping and gardening and pest control,
security and risk management. At a time when
finances are tight, their services will maintain and
add value to the physical assets of their clients.

CLIENTS AND NEW CONTRACTS

INVESTMENT

Contrack FM provides services to 40 client


companies in Egypt including international clients
based in the Nile City Towers complex two 34
storey office towers with over 200,000 square
meters of office space.

Contrack FM is currently working to achieve


ISO 9001 accreditation for quality management
and ISO 18001 accreditation for health and
safety. Significant investment is taking place
in the business and its employees to meet the
standards required, including the implementation
of Archibus, a new building management system
which will improve the service offered to clients.

At the Smart Village Cairo, a 300-acre site for


offices of high tech and financial businesses,
Contrack FM provides services to 25 clients in
33 buildings, including the Smart Village
Company which owns the site. The business
park is still under construction; at year end 36
buildings were complete and inhabited.
In 2008 new contracts at the Smart Village Cairo
were awarded for total facility management
of the new head offices of ABN-Amro Delta
Bank and Egypt Post. The combined value
of all Smart Village contracts is LE 3.3 million
($0.6 million) annually, and represents 20% of
Contrack FMs total revenue.

LOOKING AHEAD

A key target area in Egypt is the area of New


Cairo to the south of the city, where many
companies are likely to relocate head offices
and commercial units. Contrack FM are also
considering expansion into the Gulf region to
capitalize on the business moving there.

During 2008 Contrack FM signed its first total


property and facility management contract. This
landmark contract was agreed with the African
Export-Import Bank located in Giza. Facilities
contracts were also signed for the African
Development Bank and the first Egyptian
offices of Mashreq Bank a leading UAE based
financial institution.

ORASCOM CONSTRUCTION INDUSTRIES 33


ANNUAL REPORT 2008

Operational review

36
38
40
42
42
42

Summary of operations
Egyptian Fertilizers Company
Egypt Basic Industries Corporation
Sorfert Algrie
Notore Chemical Industries
Gavilon Group

EGYPTIAN FERTILIZERS COMPANY

EGYPT BASIC INDUSTRIES CORPORATION

The plant has capacity to manufacture 1.3 million


tons of granular urea annually, increasing to 1.45
million tons in 2010. Located by Sokhna Port, it is
one of the largest fertilizer exporters on the Gulf
of Suez.

The plant has capacity to manufacture 700,000


tons of ammonia annually. Located by Sokhna
Port, it is one of the largest fertilizer exporters on
the Gulf of Suez.

MARKETS

MARKETS

Principally in Europe, North America, Africa,


South America and South East Asia.

Off take agreement with Transammonia


a global fertilizer trader.

EMPLOYEES

819
OWNERSHIP

100%

EMPLOYEES

300
OWNERSHIP

60%

FERTILIZER
Our fertilizer group has the most cost efficient
production assets in the world and is on its way
to being ranked among the worlds top five
producers of nitrogen-based fertilizers.
We own and operate plants located in Egypt,
Algeria and Nigeria, which will have an annual
combined capacity of 4.65 million tons in 2010.
We also have an investment in a global fertilizer
trading company.

Picture caption
TEN YEARS OF SUCCESS

Extensive planning over the past six years has


resulted in a reassuringly good first year of
operation selling all urea produced.

34 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

SORFERT ALGRIE

NOTORE CHEMICAL INDUSTRIES

GAVILON

When completed, the complex will have capacity


to manufacture 800,000 tons of ammonia
and 1.2 million tons of granular urea annually.
Located in the industrial zone of Arzew, it is set
to become one of the largest fertilizer exporters
on the Mediterranean Sea.

The plant has capacity to manufacture 500,000


tons of granular urea annually and to blend NPK.
Located in Onne, Cross Rivers State in Nigeria, it
has direct access to Atlantic Ocean.

The largest independent importer of fertilizer


into the USA. They provide distribution,
merchandising and trading across basic
agricultural commodities globally.

MARKETS

MARKETS

MARKETS

Sales strategy in progress.

Principally Nigeria and export markets.

Principally in the USA, Mexico and Africa.

EMPLOYEES

EMPLOYEES

EMPLOYEES

Staffing strategy in progress.

Staffing strategy under review.

930

OWNERSHIP

OWNERSHIP

OWNERSHIP

51%

20%

20%

ORASCOM CONSTRUCTION INDUSTRIES 35


ANNUAL REPORT 2008

Operational review

GRANULAR UREA PRICES


MIDDLE EAST, FREIGHT ON BOARD ($/TON)

Q1
07

36 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

Q2
08

Q3

321

324

281

302

306

387

577

752

FERTILIZER

Q4

AMMONIA PRICES

Q1
07

Q2

419
Q3

252

232

285

297

418

460

707

ARAB GULF, FREIGHT ON BOARD ($/TON)

Q4

08

ORASCOM CONSTRUCTION INDUSTRIES IS NOW A LEADING


PRODUCER OF NITROGEN-BASED FERTILIZERS WITH
CUSTOMERS AROUND THE WORLD. DESPITE THE GLOBAL
COMMODITY SLOWDOWN, OUR FERTILIZER GROUP HAD
A REASSURINGLY GOOD YEAR SELLING ALL UREA
PRODUCED AT AN AVERAGE PRICE OF $488 PER TON.

During the year, we expanded our investments


in the fertilizer industry positioning ourselves to
become a global leader in the sector. In February,
we acquired the remainder of the Egyptian
Fertilizers Company (EFC) from Abraaj Capital
in a transaction which valued the enterprise
at $2.7 billion. In addition to its principal urea
production plant in Egypt, EFC owned a 20%
stake in Notore Chemical Industries, which will
operate an ammonia and urea plant in Nigeria.
In July, we purchased a 20% stake in the Gavilon
Group, which is a leading distributor and trader
of agricultural, fertilizer and energy products
based in the United States. Throughout the year,
we increased our ownership stake in Egypt Basic
Industries Corporation (EBIC) up to 60% from
various minority shareholders.
During the first half of 2008, export prices for
Egyptian granular urea marched upwards to
set a record high of $900 per ton. During the
second half of the year, export prices dropped to
below $200 per ton as traders and wholesalers
experienced difficulties in obtaining trade
finance and were reluctant to clear existing
higher cost inventories at discounted prices.
As fertilizer prices spiraled downward, our low
cost production plants continued to operate
at full capacity gaining market share while
our competitors in Europe, Ukraine and North
America announced plant shutdowns.
In its first year of operation, our fertilizer group
contributed 50.2% of overall net income. We
are confident that our new, state-of-the-art
production plants, with long term gas supply
agreements at competitive prices will enable our
fertilizer group to continue to outperform its
peers in the current economic climate.

STRATEGY

Our goal is to become a global leader in the


fertilizer industry, without losing our focus on the
bottom line. It is not our strategy to become the
biggest producer, or to be active in every market,
or to produce every product. Our strategy is
purely to become the most profitable fertilizer
producer.
By investing in new plants utilizing the latest
production technologies in countries with
competitively priced raw materials or feed stocks,
we intend to position our fertilizer group as a
high quality, low cost producer. By developing
our distribution channels in key countries, we
hope to create long term customer relationships
and build a recognizable brand identity. Through
implementing this strategy, we will be able to
deliver value to all our stakeholders and generate
exceptional returns for shareholders.
BUSINESS DEVELOPMENT

Greenfield fertilizer projects leverage our


construction capabilities, reducing the time and
cost of development and maintenance. During
2009, we will focus on commissioning our
greenfield ammonia plant in Egypt and on the
timely construction of our greenfield ammonia
and urea plant in Algeria. EBIC will have an
annual production capacity of 700,000 tons of
ammonia and is scheduled to begin full scale
production in early May. Construction work
on Sorfert Algrie was 47% complete at year
end and is scheduled to begin urea production
in late 2010. Sorfert will be able to produce
2 million tons of nitrogen fertilizer annually
making it one of the largest plants in the world.
It was established in partnership with Sonatrach,

Algerias state-owned oil and gas company,


which has signed an agreement to supply gas
to the plant for the next 20 years at competitive
prices.
We are exploring opportunities to expand
activities, considering all stages of the production
chain, from mining and gas supply to the
manufacture of specialized fertilizer products
and trading. Expansion will enable us to respond
to changing market demands and maximize
our production capacity. Specialized fertilizer
products will allow us to capture significantly
higher returns on our ammonia sales. Each of
these opportunities must be highly profitable
on a standalone basis before any investment is
approved.
As part of our product diversification strategy,
we are considering downstream business
opportunities using products from our existing
facilities. Proposals under consideration include
the production of ammonium sulphate and
phosphate rock mining in Egypt, for which
requests for concessions and licenses were
submitted to authorities. We are also considering
other opportunities in North Africa.
CAPITALIZING ON BUSINESS SYNERGIES

Following the acquisition of EFC, we immediately


embarked on synergy-building and cost-saving
activities leveraging the proximity and location of
both plants. Among other things, this integration
will give EFC excess CO2 produced by EBIC,
leading to an additional 100,000 tons of urea
production annually by EFC. We continue to
explore new debottlenecking opportunities at
both EBIC and EFC in close discussion with our
equipment suppliers.
As our business develops, we will continue to
seek further tie-ins between our facilities where
geographically and economically it makes sound
business sense.

ORASCOM CONSTRUCTION INDUSTRIES 37


ANNUAL REPORT 2008

Operational review

EGYPTIAN FERTILIZERS
COMPANY

THE EGYPTIAN FERTILIZERS COMPANY IS THE LARGEST


PRIVATE SECTOR INTEGRATED NITROGEN FERTILIZER
PRODUCER IN EGYPT AND THE LARGEST EGYPTIAN
EXPORTER OF FERTILIZER. WE WERE INVOLVED IN THE
CONSTRUCTION OF BOTH ITS PRODUCTION LINES IN 2000
AND 2006, WE PURCHASED A 20% STAKE IN 2007 AND
ACQUIRED THE ENTIRE COMPANY FROM ABRAAJ CAPITAL
IN 2008.

Abraaj Capital is a leading private equity firm


based in the UAE. In February, we agreed
to acquire the Egyptian Fertilizers Company
(EFC) for a total enterprise value of $2.7 billion
and paid a combined cash and shares equity
consideration of $1.59 billion. As part of that
deal, we assumed $1.1 billion in net debt. Arif
Naqvi, Vice Chairman and Chief Executive Officer
of Abraaj Capital, also accepted a place on our
Board of Directors.
This investment secured us 100% ownership of
EFC as well as a 20% stake in Notore Chemical
Industries, which had previously been purchased
by EFC. We also gained a strategic alliance with
UAE based Dana Gas PJSC the Middle Easts
largest private sector natural gas company.
EFC has a total annual production capacity of 1.3
million tons of urea, which is sold to customers
in Europe, North America and Africa. Despite the
global commodity slowdown, EFC had a record
year selling all of its 1.3 million tons of urea
production capacity at an average price of $488
per ton. In 2008, EFCs production accounted
for approximately 4% of the global urea traded
supply.

38 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

BUSINESS SYNERGIES

The EFC plant is located adjacent to the industrial


park of Suez Industrial Development Company
(SIDC) in Ain Sokhna and only a short distance
from the Egypt Basic Industries Corporation
(EBIC) plant. The close proximity of both plants
enabled the management team at EFC to
undertake a variety of studies to explore potential
synergies with EBIC.
The EFC management team identified several
cost-cutting initiatives including bulk purchase
of raw materials, products and services, as well
as shared utilities and equipment. There are also
benefits to be made in tie-ins between human
resources and technology functions. Most
importantly they were also able to maximize how
the products and by-products of both plants are
produced and used.
EFC constructed an ammonia pipeline to link
both plants so excess ammonia from EBIC can
be supplied to EFC to boost urea production
when demand requires it. It will also enable
essential maintenance of EFCs ammonia plant,
without disruption of urea production. During
maintenance shutdowns, EFC will temporarily get
all of its ammonia supply from EBIC.

A second pipeline has been made to supply


waste CO2 from EBIC to EFC. EFC requires
CO2 to produce urea. Historically the plant has
extracted CO2 from natural gas. In manufacturing
ammonia, EBIC would have vented its CO2 into
the atmosphere. The EFC management team
negotiated an agreement with EBIC to purchase
its waste CO2 in order to produce additional
urea at EFC. This pipeline will reduce EFCs gas
bill, making urea cheaper to produce, and it will
also reduce pollution from the EBIC plant.
In addition, both plants are currently being tuned
to share some utilities, primarily electricity and
waste water. This not only generates savings in
capital expenditure, but also allows each plant
to depend on the other for backup in case of
a malfunction, making our operations at both
plants even more reliable.

GRANULAR UREA

2008 AVERAGE SELLING PRICE

ANNUAL CAPACITY

GRANULAR UREA

1.3MT
1.3 MILLION TONS

488

$488 PER TON OF UREA FREIGHT ON BOARD

ORASCOM CONSTRUCTION INDUSTRIES 39


ANNUAL REPORT 2008

Operational review

EGYPT BASIC INDUSTRIES


CORPORATION

40 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

ANHYDROUS AMMONIA
ANNUAL CAPACITY

0.7MT
0.7 MILLION TONS

EGYPT BASIC INDUSTRIES CORPORATION WILL START


FULL COMMERCIAL PRODUCTION AT ITS GREENFIELD
AMMONIA PLANT IN MAY 2009. UPON COMPLETION,
THE EBIC PLANT WILL BE THE LARGEST OF ITS KIND
IN THE WORLD.

Egypt Basic Industries Corporation (EBIC) is


constructing an export-focused greenfield
$650.0 million state-of-the-art 2,000 ton per
day anhydrous ammonia production plant at
Ain Sokhna, Egypt. The plant utilizes Kellogg
Brown & Roots (KBR) latest and commercially
proven KBR Advanced Ammonia Process (KAAP)
technology. The project reached financial close
in Q1 2006 and is genuinely considered to be a
case study in limited recourse project finance.

Orascom Construction Industries is a 60%


stakeholder in EBIC, with the balance of the
equity held by KBR, government-owned EGAS,
and a number of private investors.

The participation of the Export-Import Bank of


the United States as guarantor for 65% of the
loan facilities is considered a precedent in Egypt
and gives a clear indication of the soundness of
EBIC as a project model.

The supply of natural gas was introduced to


the facility in Q3 2008, which enabled six
months of testing and pre-commissioning.
Major construction work was completed
Q4 2008.
The plant produced its first 2,000 tons of
ammonia in March 2009.
Full commercial production will commence
in May 2009.
Overall project completion is due in Q3
2009 when the plants 60 day operational
performance test is completed.

EBIC has been constructed and will be operating


in partnership with some of the most reputable
businesses in their respective area of expertise:
KBR: engineering, procurement and
construction contractor
Transammonia: off-taker of the product
Egyptian Natural Gas Holding Company
(EGAS): supplier of natural gas feedstock
DP World: export terminal operator
Socit Gnrale: financial advisor
White and Case: project counsel
Suez Industrial Development Company:
landlord and utilities facilitator

Orascom Construction, in partnership with KBR


constructed the plant over 32 months. KBR
supplied the process technology and will be
responsible for the operations and maintenance
of the plant.

UAN (urea ammonium nitrate), as well as


many others. Marketing of the ammonia will
be handled through Transammonia, which
commands a 30% market share in the global
ammonia trade.
In the spirit of cost effectiveness and extracting
synergies, EBIC and Egyptian Fertilizers
Company (EFC) have concluded a product and
raw materials tie-in. Among other things, this
integration will allow EBIC to supply EFC with
the excess CO2 produced in the manufacture
of ammonia. This will be beneficial to the
environment and should enable EBIC to
earn carbon credits.
During the first half of 2008, Orascom
Construction completed the infrastructure
needed at Sokhna Port to enable the shipment
of liquid ammonia direct from the plant. The
ammonia will be transported from the plant to
two 40,000 ton port storage tanks via an
8 kilometer pipeline.
The storage tanks of EBIC are unique in the
region giving it marketing and vessel logistics
flexibility to take advantage of scale economies
in the global freight market.
The geographic location of the plant and
its logistics infrastructure give EBIC a unique
advantage in the market place as it is a cost
effective exporter to the east and west of the
Suez Canal having a competitive reach from the
US Gulf Coast to Japan.

At capacity, EBICs production will constitute


approximately 5% of the global ammonia
traded supply. Merchant ammonia uses include
industrial fibers such as caprolactam and
acrylonitrile and fertilizer uses such as urea, di
ammonium phosphate, ammonium sulphate,

ORASCOM CONSTRUCTION INDUSTRIES 41


ANNUAL REPORT 2008

Operational review

FERTILIZER

www.gavilon.com
www.notore.com

NOTORE CHEMICAL INDUSTRIES


GRANULAR UREA, ANNUAL CAPACITY

0.5MT
0.5 MILLION TONS

42 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

SORFERT ALGERIE

SORFERT ALGERIE

GRANULAR UREA, ANNUAL CAPACITY

ANHYDROUS AMMONIA, ANNUAL CAPACITY

1.2MT

0.8MT

1.2 MILLION TONS

0.8 MILLION TONS

NOTORE CHEMICAL INDUSTRIES

SORFERT ALGRIE

GAVILON GROUP

In February, we acquired a 20% stake in Notore


Chemical Industries when we purchased all
remaining shares in Egyptian Fertilizers Company.

We have a 51% stake in Sorfert Algrie in


partnership with state-owned oil and gas
conglomerate Sonatrach. When the $1.6 billion
plant is fully operational, it will be North Africas
largest fertilizer production facility. Anhydrous
ammonia and granular urea will be exported
primarily to Western Europe, North and South
America.

In July we announced our investment in the


acquisition of the ConAgra Trade Group,
subsequently renamed the Gavilon Group LLC.
We invested a total consideration of $340.0
million for an effective 20% equity stake in the
business alongside Ospraie Management.

Notore Chemical Industries will manufacture


granulated urea as well as specialized bulk
blended NPK fertilizers compositions of
Nitrogen (N), Phosphate (P) and Potassium (P)
the three main plant nutrients.
Strategically located in Onne, the plant has an
abundant supply of natural gas and has enough
gas allocation for an additional two production
lines. Its location close to the Atlantic Ocean
makes it easy to both import raw materials and
service the export market. It will be the only
fertilizer manufacturer in Nigeria.
Notore was formed in 2005 when the company
bought the assets of the National Fertilizer
Company of Nigeria. During 2008 the plant has
undergone a rehabilitation program to upgrade
the facility and increase production capacity.
Production is due to recommence during the
second half of 2009.

The plant of Sorfert Algrie is scheduled for


commissioning during Q4 2010. Orascom
Construction, in partnership with Uhde is
constructing the new complex, which is located
35 kilometers west of Oran, near three Algerian
ports. Uhde is supplying the process technology.
An engineering and procurement contract with
Uhde GmbH and a construction contract with
Orascom Construction in Algeria was signed in
April 2008. However, engineering, procurement
and work on site started from July 2007 through
an early works agreement signed with both
contractors. At year end overall progress was
47.1% complete, with engineering at 83.9%,
procurement at 92.8% and construction at
23.9%.

Gavilon is headquartered in Omaha, Nebraska


with 930 employees worldwide and 144
facilities on six continents. They provide physical
distribution, merchandising and trading across
basic inputs and outputs, including grains,
feed ingredients, fertilizer and energy products.
They also provide comprehensive logistical
and risk-management services to customers in
the agriculture and energy markets including
commodity infrastructure for agricultural
activities. Gavilon is the largest independent
importer of fertilizer into the United States.
We believe our investment in Gavilon will enable
us to respond better to market price volatility by
using their infrastructure to move our fertilizer
products to customers around the world. We are
already exploring a number of opportunities with
them to ship our products to Mexico, Canada
and the United States.

During the year Sonatrach entered into a 20


year gas supply agreement with Sorfert Algrie,
securing the plant with competitively priced gas.
The agreement will commence with the start of
production, scheduled for the end of 2010.
In April, Sorfert Algrie secured an Algerian
Dinar denominated loan for the equivalent of
1.06 billion. The loan, with a tenor of 15 years
and a grace period of three years (from the
date of signing) will be used to finance 70%
of the project investment cost, including the
issue of a letter of credit to Uhde GmbH for the
engineering and procurement contract.

ORASCOM CONSTRUCTION INDUSTRIES 43


ANNUAL REPORT 2008

Governance

46
50
52
55

Board of Directors
Report of the Directors
Corporate governance
Managements discussion and analysis of
financial condition and results of operations
60 Report of the Audi Committee of the
Board of Directors

ORASCOM CONSTRUCTION INDUSTRIES 45


ANNUAL REPORT 2008

Governance

BOARD OF DIRECTORS

46 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

01

02

03

04
09

07

08

05

06
10

08 ONSI SAWIRIS
CHAIRMAN
02 NASSEF SAWIRIS
DIRECTOR
01 SALMAN BUTT
DIRECTOR
07 OSAMA BISHAI
DIRECTOR
04 KARIM CAMEL-TOUEG
DIRECTOR
05 JRME GUIRAUD
DIRECTOR
10 SAMI HADDAD
INDEPENDENT DIRECTOR
06 ALADDIN SABA
INDEPENDENT DIRECTOR
09 ARIF NAQVI
INDEPENDENT DIRECTOR
03 HASSAN ABDALLA
INDEPENDENT DIRECTOR

ORASCOM CONSTRUCTION INDUSTRIES 47


ANNUAL REPORT 2008

Governance

BOARD OF DIRECTORS

ONSI SAWIRIS CHAIRMAN

SALMAN BUTT DIRECTOR

Onsi Sawiris was the founder and President of Orascom Onsi Sawiris &
Co, the original family partnership involved in trading and contracting.
Following the Groups incorporation the company was renamed Orascom
Construction Industries and Mr Sawirs became Chairman. He is also
Chairman of Orascom Trading Co and serves on the Board of Directors
for Orascom Telecom Holding, Orascom Hotels and Developments and
Orascom Technology Systems.

Salman Butt has held the position of Chief Financial Officer since 2005.
He is an international banker with over 20 years of banking experience.

He is Chairman of AIG Egypt and Misr Exterior Bank. In May 2008, Mr


Sawiris was made Commander in the Order of the Crown by His Majesty
King Albert II, King of Belgium. In April 2008, he was awarded the
Swedish Royal Order of the Polar Star in the presence of HRH Princess
Victoria of Sweden. He has held LOrder de Lopold since November 1998,
also awarded by His Majesty King Albert II, King of Belgium.

Mr Butt holds an MBA from the University of Texas at Austin, USA, and
a BSc in Industrial Engineering from the Middle East Technical University,
Ankara, Turkey. He was born in 1959 and is a citizen of Pakistan. He was
appointed as Board Director in August 2008.

Mr Sawiris originally formed a construction company in Egypt in 1950.


He founded Orascom Onsi Sawiris & Co in 1976 as a general contracting
and trading company. By the early nineties, he had established Orascom
as a leading private sector contractor by working in partnership with
international companies pursuing projects in Egypt. He oversaw the
diversification of the business and oversaw its enormous growth,
creating Egypts largest conglomerate operating under three major brands:
Orascom Construction Industries, Orascom Telecom Holding and
Orascom Hotels and Developments.
Onsi Sawiris holds a BSc in Engineering from Cairo University. He was born
in 1930, is an Egyptian citizen and has been Chairman of the Board of
Orascom Construction Industries since its incorporation in April 1998.
NASSEF SAWIRIS DIRECTOR

He was Head of Investment Banking for the Samba Financial Group in


Saudi Arabia from 2003-05. For 18 years prior to this he worked with
Citibank in Pakistan, Hong Kong, United Kingdom, Egypt and Saudi
Arabia.

OSAMA BISHAI DIRECTOR

Osama Bishai has worked for Orascom Construction Industries since 1985
and has held the position of Managing Director of the Construction Group
since 1998.
He played a key role in the establishment of Contrack International and
in developing Orascom Constructions business, particularly in the oil and
gas sector. He led the development of the strategic construction services
businesses and was heavily involved in the establishment of National Steel
Fabrication. He also led the development of the companys investments in
the fertilizer industry in Egypt and Algeria.
Mr Bishai holds a BSc in Structural Engineering from Cairo University and
a Construction Management Diploma from the American University in
Cairo. He was born in 1962 and is an Egyptian citizen. He has been a
Director of Orascom Construction Industries since its incorporation in
April 1998.

Nassef Sawiris is the major shareholder and the Chief Executive Officer of
Orascom Construction Industries. He is a Director of the BESIX Group and
of NNS Holding, a privately-owned investment group.

KARIM CAMEL-TOUEG DIRECTOR

Mr Sawiris joined the Orascom Group in 1992 and became the Chief
Executive Officer of Orascom Construction Industries in 1998 ahead
of its initial public offering, which was successfully completed in the
second quarter of 1999. He leads the company in devising its investment
strategies. He led the establishment of its cement business, investments
in natural gas industries and significant geographic expansion of the
construction group. Through investment in complimentary businesses,
Mr Sawiris has grown the family business into an international corporation.

He is a Board member of the United States Egypt Friendship Society, one


of the founding members of the United States Bahrain Business Council
and a Board member and President of the Council on Egyptian American
Relations.

He was appointed to the Board of Directors of Lafarge in January 2008, a


company in which he has a major shareholding. Mr Sawirs served on the
Board of Directors of the Cairo & Alexandria Stock Exchanges from 200407. He is now a Director of the Dubai International Financial Exchange
(Nasdaq DIFC) and is a member of the Business Secretariat of the National
Democratic Party, the German-Arab Chamber of Industry & Commerce
and the Young Presidents Organization.
Nassef Sawiris holds a BA in Economics from the University of Chicago,
USA. He was born in 1961 and is an Egyptian citizen. He has been a
Director of Orascom Construction Industries since its incorporation in
April 1998.
48 ORASCOM CONSTRUCTION INDUSTRIES
ANNUAL REPORT 2008

Karim Camel-Toueg is President of Contrack Group and a Director of the


BESIX Group. He joined Contrack International in 1987, became Vice
President in 1990 and was appointed President in 1998.

Mr Camel-Toueg holds a BA in International Business Administration


from the American University in Washington DC. He was born in 1960
and is an American citizen. He was appointed to the Board of Orascom
Construction Industries in April 2003.

JRME GUIRAUD DIRECTOR

Jrme Guiraud is the Chief Executive Officer of NNS Capital Ltd, a


London based investment management company. He also serves on
the Board of the French cement group, Lafarge.
Prior to joining NNS Capital, he held various managerial positions within
the Socit Gnrale Group across Europe and the Mediterranean.
Positions included co-Head of Equity Corporate Finance for the EEMEA
region (Eastern Europe, Middle East and Africa) in London, Managing
Director of NSGB (National Socit Gnrale Bank) in Cairo and Chairman
of the Executive Board of Socit Gnrale Marocaine de Banques in
Casablanca.
Mr Guiraud holds an MBA from Le cole des Hautes Etudes Commerciales
(HEC Paris). He was born in 1961 and is a French citizen. He was
appointed to the Board of Orascom Construction Industries in August
2008 and serves on the Audit Committee.
SAMI HADDAD INDEPENDENT DIRECTOR

Sami Haddad is the Chairman and Chief Executive Officer of Byblos Invest
Bank and a Board member of Byblos Bank. He has decades of experience
in both the private and public sectors, specifically in finance, politics and
academia.
Mr Haddad started his career at Socit Gnrale in Beirut, Lebanon and
undertook training at the banks head offices in Paris, London and Brussels.
In 1979 he became a part-time lecturer in Economics at the American
University in Beirut while also working at the Central Bank of Lebanon. In
1981 Mr Haddad joined the International Finance Corporation, part of the
World Bank Group. For more than 20 years he held a variety of positions
around the world, most recently as Director of the Middle East and North
Africa regions based in Cairo. In 2005 he became Minister of Economy
and Trade in Lebanon, a position which he held for three years.
Sami Haddad holds an MA in Economics from the American University in
Beirut. He pursued his postgraduate studies as the University of WisconsinMadison. Mr Haddad was born in 1950 and is a Lebanese citizen. He was
appointed to the Board of Orascom Construction Industries in August
2008.
ALADDIN SABA INDEPENDENT DIRECTOR

Aladdin Saba is the founder and Chairman of Beltone Financial,


an investment bank based in Cairo, operating in the fields of asset
management, corporate finance, private equity, brokerage and custody.
He co-founded Hermes Financial (now EFG-Hermes) and was a Senior
Portfolio Manager at Kidder Peabody & Co in New York.
Mr Saba is a founding member of the Egyptian Investment Management
Association and the Egyptian Capital Markets Association. In addition
to several international funds, he serves on the Board of Directors for
several Egyptian institutions, including the Egyptian Stock Exchange, the
Central Bank of Egypt and Orascom Hotels and Developments. He is also
a member of the American Chamber of Commerce, the British Egyptian
Business Association and the Egyptian Businessmens Association.

Aladdin Saba holds an MBA from The Wharton School of Business at the
University of Pennsylvania, a Masters in Biomedical Engineering from the
University of Pennsylvania and a BSc in Biomedical Engineering from Cairo
University. He was born in 1960 and is an Egyptian citizen. Mr Saba was
appointed to the Board of Orascom Construction Industries in April 2003
and is Chairman of the Audit Committee.
ARIF NAQVI INDEPENDENT DIRECTOR

Arif Naqvi is the founder and Group Chief Executive Officer of Dubai
based Abraaj Capital, the largest private equity firm in the Middle East,
North Africa and South Asia. Previously he worked with Arthur Andersen
& Co, American Express Bank, Saudi Arabias Olayan Group and The
Cupola Group, which he founded in 1994.
Mr Naqvi is a member of the Young Presidents Organization, where he
was the Emirates Chapter Chairman from 2002-03. He is a member of
numerous think-tanks and policy groups, including the WEF Arab Business
Council. He is a Board Member of the Pakistan Human Development
Fund, the King Abdullah II Award for Youth Innovation & Achievement
in Jordan and the Dubai Government Education Endowment Fund in the
UAE. Mr Naqvi is a member of the EMPEA Advisory Council and the IMD
Foundation Board. In 2007, he was awarded Pakistans highest civilian
honor, the Sitara-e-Imtiaz, by the Republics President.
Arif Naqvi holds a Bachelors degree from the London School of
Economics. He was born in 1961 and is a citizen of Pakistan. He was
appointed to the Board of Orascom Construction Industries in August
2008.
HASSAN ABDALLA INDEPENDENT DIRECTOR

Hassan Abdalla is the Vice Chairman and Managing Director of the Arab
African International Bank, an international bank based in Egypt. He is also
a part-time faculty member of Finance at the American University in Cairo.
Mr Abdalla holds positions on the Board of Directors for the Central Bank
of Egypt and the Cairo and Alexandria Stock Exchanges. For the National
Democratic Party in Egypt, he is Chairman of the Economic Committee
and a member of the High Council for Policies. He is also a Board member
of the Washington based Institute of International Finance (IIF), Vice
Chairman of the German Arab Chamber of Commerce, Chairman of
the Middle East, Far East and Africa Region at the International Capital
Markets Association (ICMA) and member of the Executive Committee and
Board of Directors of UBAF Bank, Hong Kong.
Hassan Abdalla holds a BA and MA in Business Administration from the
American University in Cairo. He was born in 1960 and is an Egyptian
citizen. He was appointed to the Board of Orascom Construction Industries
in August 2008 and serves on the Audit Committee.

ORASCOM CONSTRUCTION INDUSTRIES 49


ANNUAL REPORT 2008

Governance

REPORT OF THE DIRECTORS

The Directors of Orascom Construction Industries (OCI) present their


Annual Report, together with the audited consolidated nancial statements
for the year ended 31 December 2008.

The dividend policy of the company is to distribute prots, after deducting


the legal reserve and legally mandated employees share, in accordance
with the following criteria:

PRINCIPAL ACTIVITIES AND BUSINESS REVIEW


OCI is a leading construction contractor and fertilizer producer based in
Cairo, Egypt. It undertakes large industrial, commercial and infrastructure
construction projects for public and private customers, principally in North
Africa and the Middle East. OCI also produces nitrogen-based fertilizers in
Egypt for export to customers around the world.

There should be a dividend distribution every year, and periodical

OCI is one of Egypts largest corporations. Shares are listed on The Egyptian
Exchange (OCIC.CA/ORCI ERY) and on the London Stock Exchange
(OCICql/ORSD LI) through a global depository receipts program.
A review of the group business, investing activities, nancial performance
and future outlook, and the growth of fertilizer operations, is contained in
letter to shareholders by the Chairman and the Chief Executive Ofcer on
pages 2-3, and in managements discussion and analysis on pages 55-59.
EXPANSION OF FERTILIZER OPERATIONS
In 2008, OCI substantially increased its investment in the fertilizer industry
by acquiring 100% of Egyptian Fertilizers Company (EFC), 20% of
the Gavilon Group, and increasing ownership of Egypt Basic Industries
Corporation (EBIC) up to 60%.
As a fertilizer producer, OCI will own and operate plants located in Egypt,
Algeria and Nigeria which will have an annual combined production
capacity of 4.65 million tons in 2010. At that time, OCI will become ranked
among the worlds top ve producers of nitrogen-based fertilizers.
PROFITS AND DIVIDENDS
The consolidated income statement is shown on page 65. Net income
from continued operations in 2008 was $734.0 million (LE 3,998.8 million).
In 2007 it was $245.0 million (LE 1,386.5 million). The net income for
2008 was $985.1 million (LE 5,366.7 million) including the gain on sale
of Egyptian Container Handling Company of $265.0 million (LE 1,443.5
million). In 2007, it was $11,662.8 million (LE 66,020.9 million) including
the gain on sale of cement operations of $11.001.1 million (LE 62,274.8
million).
In March and June 2008, the company paid dividends totaling $11,112.7
million (LE 61,672.6 million), $55.00 (LE 305.00) per share as extraordinary
dividends following the divestment of cement operations. In September
2008, the company paid another dividend in the amount of $214.8 million
(LE 1,176.7 million), $1.00 (LE 5.48) per share.
The Board of Directors proposed payment of a dividend in 2009 amounting
to $206.9 million (LE 1,164.7 million), $1.00 (LE 5.63) per share based on
2008 results.

50 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

dividends could be considered.

There should be sufcient earnings to be retained for future operating


and expansion purposes.

There should be sufcient cash to discharge liabilities before dividend


payments.

SHARE BUYBACK PROGRAM


On 18 September 2008, the Board of Directors approved the launch of a
share buyback program for up to 10.7 million ordinary shares representing
approximately 5% of the total outstanding shares. The aim is to optimize
the capital structure and to increase the earnings per share, with limited
impact on the companys ability to pursue and execute new investment
opportunities.
Under the share buyback program, the company had acquired 7,168,225
shares for a total amount of $280.9 million (LE 1,557.6 million) as of 31
December 2008.
CORPORATE GOVERNANCE
The company endeavors to observe and conducts its affairs in accordance
with best corporate governance practices. A summary of the companys
policies is shown on pages 52-54.
CORPORATE SOCIAL RESPONSIBILITY
Information on the companys corporate social responsibility will be
presented in a separate Sustainability Report.
DIRECTORS
The Directors of the company who served during 2008 are listed on
pages 48-49.
In August 2008, Hassan Abdalla, Sami Haddad and Arif Naqvi were elected
as Independent Directors, and Salman Butt (Chief Financial Ofcer) and
Jrme Guiraud (non-executive) were elected as Directors.

EMPLOYEES
In respect of the parent company, the number of permanent employees
as of 31 December 2008 was 16,482, including 747 women. The aim
of the company is to attract highly qualied expertise, and to retain and
reward the employees with proven skills and performance. In support of
its commitment to quality and equality in employment, OCI continues
to develop and implement a comprehensive compensation and benets
system based on equal pay for equal work. In addition to the basic
competitive pay scheme, the company has the following employee
benets:

An end-of-service pension plan: Effective 1 January 2008, the

company established a fund aiming at paying an end-of-service bonus


to the employee upon retirement. The fund, which is in addition to the
statutory pension scheme, was established with a start up contribution
by the company in the amount of $11.3 million (LE 62.5 million).
A training and development program: In addition to the on-the-job
training, the cash payment for the structured portion of the training
program amounted to $0.8 million (LE 4.5 million) (In 2007, $0.4 million
(LE 2.4 million))
A medical insurance plan: All employees are covered medically inside
Egypt. The company contributes 75% and the employee contributes
25%. The employees monthly contribution is calculated according to
their grades and gender. The medical insurance cost in 2008 amounted
to $1.9 million (LE 10.7 million). (In 2007, $1.1 million (LE 6.0 million))
Social insurance government-sponsored program: In 2008, the
companys share of the cost was $4.2 million (LE 23.0 million). (In 2007,
$3.7 million (LE 21.0 million))
Life insurance scheme: To cover all permanent employees under 65
with life insurance protection against nancial loss resulting from death
or disability. The coverage is calculated as 36 times the gross salary in
case of normal death, and 72 times the gross salary in case of accidental
death or total disability. In 2008, the cost to the company amounted to
$1.1 million (LE 6.0 million). (In 2007, $0.9 million (LE 5.0 million))
Prot sharing scheme: Employees will be granted a share in the
companys prot in accordance with legislation. The prot share in 2008,
based on 2007 prots, amounted to $30.7 million (LE 172.9 million). (In
2007, $20.7 million (LE 117.0 million))
Share-based payments: The OCI stock option plan provides key
employees of the parent and subsidiaries with incentive for continuity
and high performance. The cost to the company up to 31 December
2008 amounted to $3.0 million (LE 16.5 million). (In 2007, $8.0 million
(LE 45.1 million))

SHAREHOLDERS
The shareholding structure as at 31 December 2008 was: Sawiris family
54%, Abraaj Capital 5% and public ownership 41%. The company is
authorized to issue shares of up to 1% of the issued and paid in capital
to implement its employee share-based payment incentive program.
Information on this program is shown in note 28 to the consolidated
nancial statements on page 95-96.
CHARITABLE DONATIONS
Payments for charitable purposes made by the group during the year
ended 31 December 2008 amounted to $8.5 million (LE 47.0 million).
(In 2007, LE 9.0 million ($1.6 million)) The primary beneciaries of these
charitable donations were public sector institutions for building schools and
qualied non-governmental organizations for social development projects.
ANNUAL GENERAL MEETING
The Annual General Meeting will be held at noon on 30 April 2009 at Nile
City Towers, 2005A Corniche El Nil, Cairo 11221, Egypt.
AUDITOR
Resolution to reappoint KPMG (Hazem Hassan) as auditor and to authorize
the Directors to determine its remuneration will be proposed at the Annual
General Meeting.
Approved by the Board
ADEL BISHAI
CORPORATE GOVERNANCE DIRECTOR
April 2009

ORASCOM CONSTRUCTION INDUSTRIES 51


ANNUAL REPORT 2008

Governance

CORPORATE GOVERNANCE

Orascom Construction Industries (OCI) is committed to the principles of


good corporate governance and has adopted Corporate Governance
Guidelines in compliance with applicable laws and stock exchange
regulations. The Board of Directors (Board) believes that good corporate
governance practices align the interests of management and shareholders,
thereby maximizing the protability and long-term value of the company
for shareholders, and discharges the corporate social responsibilities.
The company is subject to the disclosure rules and the new listing rules set
by The Egyptian Exchange* (EGX) and approved by the Egyptian Capital
Markets Authority on 18 June 2002. The company has been in compliance
with the corporate governance, nancial reporting and disclosure
provisions of the EGX listing rules throughout the year ended 31 December
2008. The US Securities and Exchange Commission (SEC) approved
EGX as designated offshore securities markets within the meaning of
rule 902(b) under regulation S of the US Securities Act of 1933 on 16 April
2003.
The global depositary receipts (GDRs) of the company are listed on the
London Stock Exchange (LSE) and the company is therefore subject
to the rules of the LSE as well as the rules of the United Kingdom Listing
Authority (UKLA) and the Financial Services Authority (FSA). The
company has been in compliance with its continuing obligations under the
UKLA listing rules throughout the year ended 31 December 2008.
In July 2003, the revised Combined Code on Corporate Governance
(Combined Code) was issued and the FSA and the UKLA have
determined that the revised Combined Code will apply for reporting years
beginning on or after 1 November 2003. UKLA listing rules require that
companies incorporated in the United Kingdom include in their annual
report and accounts an additional disclosure statement in relation to how
the company applies the principles in section 1 of the Combined Code and
an explanation of any non-compliance.
As an overseas company with a secondary listing by the UKLA, the
company is not required to present this additional disclosure statement.
The shares and global depositary receipts of the company are not registered
under the US Securities Act of 1933 and the company is not subject to
US securities laws or the rules and listing standards of the SEC or the New
York Stock Exchange (NYSE). In July 2002, the US Government passed
the Sarbanes-Oxley Act which has introduced a number of changes to
the corporate governance, disclosure and reporting requirements of US
domestic and non-US registered issuers. The Sarbanes-Oxley Act codies
the view that company management should be aware of material
information that is led with regulatory authorities and released to
investors, and should be held accountable for the fairness, thoroughness
and accuracy of that information. In November 2003, the NYSE issued new
corporate governance rules for listed companies which were approved by
the SEC. The corporate governance rules issued by the NYSE allow certain
exemptions for foreign private issuers and controlled companies. The
company is not required to comply with the provisions of the SarbanesOxley Act or the NYSE corporate governance rules.

The Board continues to monitor developments in corporate governance


and the actions taken by regulators worldwide to improve nancial
reporting and disclosure. The Board has reviewed the recent changes
in applicable securities laws and stock exchange regulations and has
concluded that the company is in compliance with all those provisions
which are currently in force. In addition, the Board has chosen to make the
following voluntary disclosure to assist shareholders in their evaluation of
the corporate governance practices of the company.
BOARD OF DIRECTORS
At an Ordinary General Meeting held on 30 August 2008, the shareholders
approved the election of ve new Directors. The new Directors are
Hassan Abdalla (Independent), Sami Haddad (Independent), Arif Naqvi
(independent), Salman Butt (executive), and Jrme Guiraud (nonexecutive). The Board, therefore, consists of ten Directors, including ve
non-executives of whom four are independent.
The Board maintains an orientation program for new Directors. This
program includes briengs by senior management to familiarize the new
Directors with the companys strategic plans, nancial statements and key
policies and practices. The Board also maintains a continuing education
program for all Directors to assist them in carrying out their duties and
responsibilities.
The Board has reviewed the status of all the Directors and has determined
who is to be regarded as independent. The Board has adopted a denition
of independent which complies with the provisions set out in the
Combined Code and section 303A.02 of the NYSE listing rules. The
process and criteria used by the Board to determine the independence of
each Director is detailed in the Corporate Governance Guidelines of the
company. The Non-executive Directors are encouraged to meet privately in
regular executive sessions without management participation during the
year. The Non-executive Directors have elected Aladdin Saba to serve as the
Senior Independent Director and lead non-management Director.
The Board met eight times during the year. The Board has a formal
schedule of matters reserved to them for decision which includes approval
of the long-term strategic objectives and business plans of management,
major corporate transactions including signicant capital allocations
and expenditures, and compensation of the Chief Executive Ofcer and
Executive Ofcers of the company. The Directors were given appropriate
documentation in advance of each Board Meeting. All Directors have
had access to the services of the Company Secretary and have been
empowered to seek independent professional advice at the companys
expense.

* Formally known as the Cairo and Alexandria Stock Exchanges (CASE).

52 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

CORPORATE GOVERNANCE GUIDELINES


The Board has adopted Corporate Governance Guidelines (Guidelines)
to provide a framework for the effective governance of the company
in an effort to enhance long-term shareholder value. The company has
appointed a Corporate Governance Director to ensure compliance with
the Guidelines. The Guidelines address several key governance issues and
principles including Board responsibilities, director qualications, director
responsibilities, Board structure and operations, Board committees,
executive sessions, access to management and independent advisors,
director compensation, director orientation and continuing education,
management evaluation and succession, Board performance evaluation,
and relations with shareholders. The Guidelines are publicly available
from the companys website www.orascomci.com and a copy may be
requested by shareholders from the companys Investor Relations Ofcers.
The Board believes the Guidelines adopted generally comply with the
provisions set out in the Combined Code and Section 303A of the NYSE
listing rules.
BOARD COMMITTEES
The Board has established three committees to assist it in discharging
its oversight responsibilities: Audit, Compensation, and Nominating and
Corporate Governance. The purpose and responsibilities of each committee
are described in their respective charters. Members of the committees
meet the independence and experience requirements to the extent
required under applicable securities laws and stock exchange regulations.
Committee members have access to the services of the company secretary
and have been empowered to seek independent professional advice at the
companys expense.
The Audit Committee consists of three Non-executive Directors and is
chaired by Aladdin Saba. The Board has determined that all committee
members have recent and relevant nancial experience and shall be
regarded as nancial experts. The Audit Committee met ve times
during the year. the primary purpose of the Audit Committee is to (a)
to assist the Board in its oversight of (i) the integrity of the companys
nancial statements, (ii) the companys compliance with legal and
regulatory requirements, (iii) the independent auditors qualications and
independence, and (iv) the performance of the companys internal audit
function and independent auditors, and (b) to prepare and publish an
annual committee report and such other reports to the extent required
under any applicable securities laws and stock exchange regulations. The
role and responsibilities of the Audit Committee are set out in written terms
of reference, the Audit Committee Charter, and includes the appointment,
compensation and retention of the independent auditor, review of the
companys interim and annual nancial statements with management and
the independent auditor, and review of the companys internal control and
risk management systems.
The Compensation Committee consists of three Directors and is chaired
by Onsi Sawiris. The Compensation Committee met three times during the
year. The primary purpose of the Compensation Committee is (a) to assist
the Board in its oversight of all matters relating to director and executive
ofcer compensation and (b) to prepare and publish an annual committee
report on director and executive compensation and such other reports
to the extent required under any applicable securities laws and stock
exchange regulations. The role and responsibilities of the Compensation

Committee are set out in written terms of reference, the Compensation


Committee Charter, and includes the review, evaluation and approval of
director and executive ofcer compensation, incentive-compensation plans
and equity-based plans. In determining the compensation of the Directors
and executive ofcers of the company, the Compensation Committee
considers the companys performance and relative shareholder return,
the compensation level of Directors and executive ofcers at comparable
companies, and the compensation of the Directors and executive
ofcers in past years. No director is solely involved in deciding their own
compensation. Executive ofcers do not receive additional compensation
for their service as an Executive Director. Non-executive Directors receive an
annual stipend and may participate in the share-based incentive program
of the company.
The Nominating and Corporate Governance Committee consists
of three Directors and is chaired by Onsi Sawiris. The nominating and
Corporate Governance Committee met three times during the year. The
primary purpose of the nominating and Corporate Governance Committee
is to assist the Board in (a) identifying individuals qualied to become Board
members and recommending to the Board the director nominees for the
next annual meeting of shareholders, (b) recommending to the Board
the Director nominees for each committee of the Board, (c) developing
and recommending to the Board a set of Corporate Governance
Guidelines applicable to the company, (d) overseeing the evaluation of
the Board and management, and (e) preparing and publishing an annual
committee report on corporate governance and such other reports to the
extent required under any applicable securities laws and stock exchange
regulations. The role and responsibilities of the nominating and Corporate
Governance Committee are set out in written terms of reference, the
nominating and Corporate Governance Committee Charter, and includes
determining on an annual basis the independence of each Director as
may be required under any applicable securities laws and stock exchange
regulations, the compliance of each Director and executive ofcer with the
companys code of business conduct and ethics, and such other activities as
the Board may assign to the committee from time to time.

INTERNAL CONTROL AND RISK MANAGEMENT


The Board conrms that there is an ongoing process for identifying,
evaluating and managing the signicant risks faced by the company, that
the process has been in place for the year under review and up to the date
of approval of the annual report and accounts, that the process is regularly
reviewed by the Board and accords with the Turnbull Guidance on internal
control contained in the Combined Code.
The company maintains a sound system of internal controls and risk
management which is embedded in its operations, is capable of
responding quickly to evolving risks to the business arising from factors
with the company and to changes in the business environment, and
includes procedures for reporting immediately to appropriate levels of
management any signicant control weaknesses that are identied
together with corrective action being undertaken. The companys system
is designed to manage rather than eliminate the risk of failure to achieve
business objectives and can only provide reasonable and not absolute
assurance against material misstatement or loss.

ORASCOM CONSTRUCTION INDUSTRIES 53


ANNUAL REPORT 2008

Governance

CORPORATE GOVERNANCE CONTINUED

INTERNAL CONTROL AND RISK MANAGEMENT CONTINUED


The business of the company is conducted by its employees, managers and
executive ofcers, under the direction of the Chief Executive Ofcer and
the oversight of the Board, to enhance the long-term value of the company
for its shareholders, and to discharge its social responsibility. The Board is
elected by shareholders to oversee and counsel management. The Board
acknowledges that it is responsible for the companys system of internal
controls and for reviewing its effectiveness to safeguard shareholders
investment and the companys assets.
The Audit Committee of the Board reviews the companys internal control
and risk management systems, monitors the effectiveness of the companys
internal audit function, identies matters in respect of which it considers
that action or improvement is needed, and makes recommendations to the
Board as to the steps to be taken.
The Audit Committee relies on periodic reports from the companys
executive ofcers, senior nancial managers, internal audit staff, and
external auditors to obtain reasonable assurance that appropriate controls
are in place and functioning effectively.
The Chief Executive Ofcer (CEO), the Chief Financial Ofcer (CFO) and
the General Managers of the company and its Subsidiaries are responsible
for the day-to-day control of the companys operations and for the design
of internal control and risk management systems. The CEO and CFO are
responsible for the disclosure of all signicant deciencies and materials
weaknesses in the internal control over nancial reporting and any fraud,
whether or not material, which involves management to the Audit
Committee and External Auditors. These executive ofcers also are held
responsible for the preparation and integrity of the companys published
nancial statements which shall fairly present in all material respects the
nancial condition and results of operations of the company.
CODE OF BUSINESS CONDUCT AND ETHICS
The Board has adopted a code of business conduct and ethics which
contains the policies that relate to the legal and ethical standards of
conduct that the Directors, executive Ofcers and employees of the
company are expected to comply with while carrying out their duties and
responsibilities on behalf of the company. This code is intended to focus
the Board and management on areas of ethical risk, provide guidance to
personnel to help them recognize and deal with ethical issues, provide
mechanisms to report unethical conduct, and help to foster a culture of
honesty and accountability.
No code or policy can anticipate every situation that may arise. The
company expects each Director, executive Ofcer and employee to act with
honesty and integrity, to exercise independent professional judgment and
to deter wrongdoing in the conduct of all duties and responsibilities on
behalf of the company.

54 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

RELATIONS WITH SHAREHOLDERS


The Board believes that communication with shareholders, institutional
investors, the nancial community, the media, and other third parties is
best handled by the Chief Executive Ofcer and designated management
representatives of the company. The company operates a structured
program of investor relations, based on formal announcements and
publications relating to signicant events and nancial results, in
compliance with applicable securities laws and stock exchange regulations.
To ensure fair disclosure to all stakeholders at the same time, the company
refrains from disclosing any information specically designated to nancial
analysts, nancial institutions or other parties before disclosing the
information to the market as a whole. Directors, executive Ofcers and
employees are required to maintain the condentiality of information
entrusted to them by the company or its customers, except when
disclosure is authorized or legally mandated.
The company has appointed Investor Relations Ofcers whose responsibility
is to provide information and answer queries of stock exchange
ofcials, shareholders and institutional investors. Information about the
company including interim and full year nancial results and other major
announcements is also published on the companys website
www.orascomci.com
The Chairman of the Board, Chief Executive Ofcer, Senior Independent
Director and other authorized Directors and investor relations personnel
maintain a dialogue with representatives of institutional and other
shareholders regarding long-term business strategies, nancial performance
and corporate governance in order to establish a mutual understanding
of objectives. The annual general meeting also provides an opportunity
for individual shareholders to meet and communicate with the Board
to develop a better understanding of the companys operations and
prospects. All Directors are expected to attend the Annual General Meeting
absent exceptional cause. Shareholders who wish to communicate with
the Board may correspond in writing with the Senior Independent Director
at the principal ofce of the company. The Senior Independent Director
will notify the Board or the chairperson of the relevant committee of the
Board regarding those matters that are appropriate for further action or
discussion.
GOING CONCERN
After making enquires, the Directors have formed a judgment, at the time
of approving the accounts, that there is a reasonable expectation that the
company has adequate resources to continue in operational existence for
the foreseeable future. For this reason, the Directors continue to adopt the
going concern basis in preparing the accounts.

MANAGEMENTS DISCUSSION AND ANALYSIS OF


FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with


the audited consolidated nancial statements of Orascom Construction
Industries (OCI) for the year ended 31 December 2008. These consolidated
nancial statements have been prepared in accordance with Egyptian
Accounting Standards (EAS), which are identical to International Financial
Reporting Standards (IFRS), except in the two instances indicated on page
57.
OVERVIEW
OCI is a leading construction contractor and fertilizer producer based in
Cairo, Egypt. It undertakes large industrial, commercial and infrastructure
construction projects for public and private customers, principally in North
Africa and the Middle East. OCI also produces nitrogen-based fertilizers in
Egypt for export to customers around the world.
On 9 December 2007, the company signed an agreement with Lafarge
SA (Lafarge) for the divestment of the OCI cement group (the cement
group). Until 2008, OCI owned and operated cement plants in Egypt,
Algeria, Turkey, Pakistan, Northern Iraq, and Spain which had a combined
annual production capacity approaching 21 million tons. The cement group
also made new investments in northern Iraq, Turkey, Nigeria, Algeria, the
UAE, Saudi Arabia, Syria, DPRK and South Africa in order to increase its
annual production capacity to 44 million tons. As part of the divestment
transaction, Lafarge and OCI have agreed upon a cooperation agreement
whereby both groups can continue to benet from mutual synergies in
connection with the construction and expansion of new and existing
cement plants in geographic areas where OCI has a competitive advantage
by virtue of its existing operational infrastructure. In addition, OCI will
continue to procure its supply of basic materials at competitive prices.
In 2008, we have substantially increased our investment in the fertilizer
industry by acquiring 100% of Egyptian Fertilizers Company, 20% of the
Gavilon Group, and increasing our ownership of Egypt Basic Industries
Corporation up to 60%. As a fertilizer producer, OCI will own and operate
plants located in Egypt, Algeria and Nigeria which will have an annual
combined production capacity of 4.65 million tons in 2010. At that time,
we will become ranked among the worlds top ve producers of nitrogenbased fertilizers.
The comparative gures for the year ended 31 December 2007, the results
of operations of the cement group and net assets of the cement business
are presented in the consolidated nancial statements as discontinued
operations.
The company generates revenue from continued operations primarily
from its construction services and from the sale of fertilizers. The primary
expenses of the company include direct materials used in construction,
natural gas used for the production of fertilizers, raw materials, labor
and overheads. The major factors which have had, and are expected to
continue to have, a signicant impact on the results of operations and
nancial condition of the company are:

The demand for construction services on large commercial, industrial


and infrastructure projects in the geographical markets served.

Changes in global fertilizer supply and demand and its impact on the
selling price of our products.

Foreign currency exchange rates.


The amount of taxes payable.
Demand for construction services on large projects is affected by changes
in the general state of economic activity, foreign direct investment ows,
foreign aid ows and government investment incentives. The timing of
awards of major construction projects can result in signicant uctuations
in the companys revenues and earnings between periods. During 2008, in
spite of the global economic conditions, the company continued to have
signicant growth in the number and total value of projects undertaken
solely by OCI or with other partners in the form of joint ventures. The
backlog continues to grow, especially in the Middle East. OCI will focus on
accelerating the development of its construction operations and investment
in infrastructure projects.
OCI has an operating urea plant in Egypt (Egyptian Fertilizers Company)
and has investments in an ammonia plant in Egypt (Egypt Basic Industries
Corporation), an ammonia and urea complex in Algeria (Sorfert Algrie),
and a urea plant in Nigeria (Notore Chemical Industries), which are currently
under construction. Selling prices of fertilizers uctuated signicantly during
the year resulting in an uneven distribution of earnings. Protability margins
remained strong as production costs remained low.
The Peoples Assemblys decision in May 2008 to increase the price of
natural gas for energy-intensive industries will not have an impact on
the companys plants existing natural gas contracts, which constitute
long-term gas sales agreements with prescribed gas volumes and price
formulas. Senior cabinet members in the Egyptian Government conrmed
that all existing contractual agreements related to natural gas supply will
be honored. Thus, OCI has been assured that existing gas contracts for its
subsidiaries will be honored.
A substantial proportion of the companys consolidated revenue, operating
expenses and long-term debt is denominated in foreign currencies.
Signicant decreases in the exchange rate of the Egyptian Pound against
other currencies therefore can have a materially positive effect on the
reported and actual nancial performance of the company. The company
manages its foreign exchange cash ow risk on a consolidated basis by
matching its foreign currency-denominated liabilities with continuing
sources of foreign currencies.
The amounts of taxes payable remained favorable as the prot tax rate in
Egypt is 20%, and higher allowable depreciation rates allow the company
to defer taxes. The elimination of the tax exemption on earnings at EFC
and EBIC will have a material effect on future consolidated results.

ORASCOM CONSTRUCTION INDUSTRIES 55


ANNUAL REPORT 2008

Governance

MANAGEMENTS DISCUSSION AND ANALYSIS OF


FINANCIAL CONDITION AND RESULTS OF OPERATIONS
CONTINUED

FORWARD LOOKING STATEMENTS AND RISK


MANAGEMENT
We discuss expectations regarding future performance, events and
outcomes, such as our business outlook and objectives, in annual
and quarterly reports, press releases and other written and oral
communications. All such statements, except for historical and present
factual information, are forward looking statements, and are based
on nancial data and our business plans available only as of the time the
statements are made, which may become out of date or incomplete. We
assume no obligation to update any forward looking statements as a
result of new information, future events or other factors. Forward looking
statements are inherently uncertain, and investors must recognize that
events could be signicantly different from our expectations. Highlights of
our risk management are as follows:
ABILITY TO ACHIEVE BUSINESS PLANS
We are primarily a construction company and rely on continued demand
for our services. We are also producers of fertilizers and rely on distribution
of our products at favorable prices. To achieve business goals, we must
develop and provide services that appeal to our customers and sell at
competitive prices. Our continued success is dependent on the quality
and pricing of services and operations, and on our continued positive
reputation. This means we must be able to obtain and manage our
resources at competitive cost. Our success is also dependent on effective
marketing programs in an increasingly difcult environment and conditions.
Our ability to obtain and execute contracts will determine the extent
to which we are able to grow existing operations protably, especially
with respect to the types of projects and geographic markets (including
developing markets) in which we have chosen to focus. There are high
levels of competitive activity in the environments in which we operate.
To address these challenges, we must respond to competitive factors,
including pricing and industry terms, and carefully select our partners. We
must manage each of these factors, as well as maintain mutually benecial
relationships with our key customers, in order to effectively compete and
achieve our business plans. Since our goals include a growth component
tied to acquisitions, we must manage and integrate key acquisitions,
including achieving the cost and growth synergies in accordance with
stated goals.
COST PRESSURES
Our costs are subject to uctuations, particularly due to changes in building
materials prices, raw materials, and cost of labor and foreign exchange.
Therefore, our success is dependent, in part, on our continued ability to
manage these uctuations through pricing actions, cost savings, sourcing
decisions and sound contracting practices. We also must manage our debt
and currency exposure, especially in volatile countries. We need to maintain
key manufacturing and supply arrangements, including subcontracting and
sole supplier arrangements. We must implement, achieve and sustain cost
improvement plans, including our outsourcing projects and those related to
general overhead and workforce rationalization.

56 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

GLOBAL ECONOMIC CONDITIONS


Economic changes, terrorist activity and political unrest may result in
business interruption, ination, deation or decreased demand for our
products. Our success will depend in part on our ability to manage
continued global political and/or economic uncertainty, especially in
our signicant geographic markets, as well as any political or economic
disruption due to terrorist and other hostile activities.
Emerging countries were not immune from the credit crisis and economic
recession which began in the United States. It is almost impossible to assess
the implications of the current global crisis in the near and medium-term
which has resulted in volatile currencies, constraints on liquidity, credit and
access to capital, decreased demand for most goods and services, and
uctuations in energy and resource prices. Banking systems in countries
around the world continue to face extreme difculties and inevitably
regulators will respond by changing some of the rules of banking and
nance. Our business strategies will need to be adapted in order to
address the greater uncertainty and risk inherent in the current market
environment. The nancial condition of our company may also be affected
by constraints on liquidity, tight credit and more difcult or expensive access
to capital, which in turn could likely impact business operations or result in
projects that cannot be pursued as planned.
REGULATORY ENVIRONMENT
Changes in laws, regulations and the related interpretations may alter
the environment in which we do business. This includes changes in
environmental, competitive and product-related laws, as well as changes
in accounting standards and taxation requirements. Accordingly, our ability
to manage regulatory, tax and legal matters (including product liability,
and project performance), and to resolve pending matters within current
estimates may impact on our results.
KEY MANUFACTURING FACILITES
Our fertilizer operations are reliant on a limited number of key
manufacturing facilities that involve signicant risks and hazards against
which we may not be fully insured. Our operations are also subject to
hazards inherent in the manufacturing, transportation, storage and
distribution of chemical fertilizers, including ammonia, which is highly toxic
and corrosive. We maintain property, business interruption and casualty
insurance policies to mitigate the nancial impact of unforeseen events, but
we are not fully insured against all potential hazards and risks incident to
our business.

PRINCIPAL ACCOUNTING POLICIES


In compliance with EAS, and IFRS, we adopt the following principal
accounting policies:
REVENUE RECOGNITION
Revenue from construction contracts is recognized in the statement of
income under the percentage of completion method of accounting. In
applying the percentage of completion method, the company does not
recognize the value of contract change orders until these have been
formally agreed to in writing with the customer, even if the actual work
requested is commenced prior to the execution of such written change
order.
CONSTRUCTION COSTS
Construction project costs include all direct material, equipment, labor,
subcontract and indirect costs related to contract performance, such as
indirect labor, maintenance, and applicable administrative costs. Materials,
labor and equipment provided by subcontractors or joint ventures are
included in revenues and costs when management believes that the
company is responsible for the ultimate acceptability of the project.
Changes in job performance, conditions, estimated protability and nal
contract settlements may result in revisions to costs and revenue and
are recognized in the period in which the facts requiring such revisions
become known. Provisions for estimated losses on incomplete contracts
are made in the period in which such losses are determined. Claims for
additional contract revenue are recognized when realization is assured and
the amount can reasonably be determined. Costs and estimated earnings
in excess of billings on incomplete contracts are presented as construction
projects in progress in the consolidated balance sheet.
CONSTRUCTION JOINT VENTURES
Construction projects, which are performed by joint ventures, are
accounted for under the proportionate consolidation method. Under
this method, the companys separate nancial statements include the
companys pro rata interest in the assets, liabilities, revenues and expenses
of joint ventures through consolidation of these items on an item-by-item
basis in the nancial statements of the company. Agreements concluded
between the company and the other partner in every joint venture stipulate
that each party should be jointly responsible for the activities of that
venture.
ACQUISITION OF SUBSIDIARIES
The company accounts for its investments in subsidiaries and associated
companies in accordance with the purchase method of accounting.
IMPACT OF INFLATION AND INTEREST RATE FLUCTUATIONS
During the year under review, the consolidated results of operations and
nancial position of the company have not been materially affected by
ination or interest rate uctuations.

SEASONALITY
Major construction projects are not generally affected by seasonal demand
uctuations. In addition, because of the generally warm and dry climate in
the areas of operations, the construction activity levels are not signicantly
affected by weather conditions.
DIFFERENCES BETWEEN EAS AND IFRS
EAS 20 requires that, with some exceptions, all leases should be
accounted for as operating leases and therefore annual lease payments
by the lessee are charged to the income statement as rent expense. IFRS
17 requires that leases which transfer substantially the benets and risks
of ownership related to the leased properties from the lessor to the lessee
should be accounted for as nance leases and therefore recorded as assets
of the lessee, with the lease obligations included as a liability in the balance
sheet.
Another difference between EAS and IFRS relates to accounting for the
employees share of prots. Egyptian law requires that 10% of distributable
prots are set aside for distribution to the employees, with a maximum of
one years total salaries. While EAS treats this as a charge to equity, IFRS
requires that such employee benets are to be expensed as charges in the
income statement.

RESULTS OF OPERATIONS
REVENUE
Consolidated revenue from continuing operations increased by 55.9%
to LE 20,231.8 million ($3,713.3 million), as compared to LE 13,481.7
million ($2,381.6 million) in 2007. This growth in revenue is attributable
to the increased revenue in Egypt from construction activities and from
fertilizer exports, but also due to the expansion of international activities
by the BESIX Group, Contrack International, OCI Algeria, and Cementech.
Revenue during the year was primarily from the following major contracts:
Orascom Construction projects in Egypt, Contrack projects in the Gulf area,
Cementech projects, and BESIX projects in Europe, Gulf area and Africa. In
2008, OCI activities in Egypt contributed LE 3,904.7 million ($716.6 million)
to the consolidated revenue from continuing operations, as compared to
LE 2,567.0 million ($453.5 million) in 2007, representing 19.3% of the
groups revenue as compared to 19.0% in 2007.
In 2008, revenue from fertilizer operations was LE 3,511.2 million ($644.4
million).
GROSS PROFIT
Gross prot from continuing operations increased by 129.0% to
LE 5,090.1 million ($934.2 million), as compared to LE 2,309.3 million
($408.0 million) in 2007. The gross prot percentage of revenue increased
to 25.1% in 2008, as compared to 17.1% in 2007, reecting the type of
construction contracts undertaken during the year, and higher margins of
fertilizer business. Depreciation and amortization expenses are a signicant
component of the cost of construction and fertilizer operations. In 2008,
depreciation and amortization expenses increased by 87.4% to LE 728.0
million ($133.6 million), as compared to LE 403.7 million ($71.3 million) in
2007.

ORASCOM CONSTRUCTION INDUSTRIES 57


ANNUAL REPORT 2008

Governance

MANAGEMENTS DISCUSSION AND ANALYSIS OF


FINANCIAL CONDITION AND RESULTS OF OPERATIONS
CONTINUED

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES


Selling, general and administrative expenses increased by 36.1% to
LE 1,112.1 million ($204.1 million), as compared to LE 849.1 million
($150.0 million) in 2007. Selling, general and administrative expenses as a
percentage of revenue increased to 5.5% in 2008, as compared to 6.3%
in 2007.
OPERATING PROFIT
Prot from continuing operations of the company increased by 166.9%
to LE 4,049.9 million ($743.3 million) in 2007, as compared to LE 1,576.2
million ($278.5 million) in 2007. The operating margin increased to 20.0%
for the year, as compared to 11.7% during 2007. The increase was due
principally to the higher margins of fertilizer business.
NET FINANCE INCOME (COST)
In 2008, the companys net nance income amounted to LE 511.7 million
($93.9 million), as compared to net nancing cost of LE 236.7 million
($48.8 million) in 2007. Net nance income (cost) consists of interest
income, gain or loss on foreign exchange, and interest expense. Interest
income increased by 117.9% to LE 677.8 million ($124.4 million), in 2007
LE 323.2 million ($57.1 million). Interest expense increased by 14.2% to
LE 665.0 million ($122.1 million), in 2007 LE 604.8 million ($106.9 million).
In 2008, the gain on foreign currency exchange increased to LE 498.9
million ($91.6 million), in 2007, LE 44.9 million ($7.9 million) primarily as a
result of the gain in exchange of the US Dollar and Euro, as these currencies
constitute a signicant part of the group revenues. The exchange rates of
LE 5.50 and LE 7.69 were used to value the monetary assets and liabilities
denominated in US Dollars and Euro respectively as at 31 December 2008,
as compared to LE 5.54 and LE 8.09 in 2007.

NET INCOME
As a result of the foregoing, the companys net income from continuing
operations increased by 200.0% to LE 3,999.1 million ($734.0 million)
in 2008 (19.8% of revenue), as compared to LE 1,386.5 million ($245.0
million) in 2007 (10.3% of revenue). Net income from discontinuing
operations decreased to LE 11.4 million ($2.1 million) in 2008, as compared
to LE 2,359.6 million ($416.9 million) in 2007. The consolidated net income
for the year amounted to LE 5,367.1 million ($985.1 million), compared to
LE 66,020.9 million ($11,664.5 million) in 2007 (which included the gain
on disposal of cement operations).
FINANCIAL LIQUIDITY AND CONDITION
The company and its subsidiaries have three principal sources of short
term liquidity: (i) existing cash and cash equivalents which at 31 December
2008 totaled LE 8,268.7 million ($1,503.4 million), as compared to
LE 3,917.0 million ($706.5 million) at 31 December 2007; (ii) cash
generated by operations; and (iii) short-term borrowings under credit
facilities. For long-term investments, the group has access to long-term
nancing from international nancial institutions. The company also
increased its share capital during 2008.
Cash is used to meet continuing operating obligations, investing activities,
payment of long and short-term debt, and for distribution of prot to
shareholders. The following table sets forth certain consolidated nancial
data concerning the liquidity and capital resources as at and for the periods
indicated.
Year ended
31 December 2008
In millions

INCOME FROM INVESTMENTS


Income from investments decreased by to LE 2.6 million ($0.5 million), in
2007, LE 129.0 million ($22.8 million) due to lower prots of companies
accounted for by the equity method.
INCOME TAXES
The companys income tax expense on prot from continuing operations in
2008 amounted to LE 565.1 million ($103.7 million), as compared to
LE 82.0 million ($14.5 million) in 2007. These taxes, which include current
and deferred liabilities, are attributable to the continuing construction
activities and to taxes on EFC prot. The effective tax rate in 2008 was
12.4%, as compared to 5.6% in 2006. The low effective rates are due
primarily to the exemptions granted to the companys foreign subsidiaries.

LE

LE

Cash and cash


equivalents
Beginning of year
End of year

3,917.0
8,268.7

707.0
1,503.4

2,738.1
3,917.0

478.9
707.0

Net increase

4,351.7

796.4

1,178.9

228.1

3,254.6
63,839.6
(62,742.5)

595.6
11,683.7
(11,482.9)

927.1
(7,653.8)
7,905.6

179.4
(1,481.0)
1,529.7

4,351.7

796.4

1,178.9

228.1

Net cash provided


by (used in)
Operating activities
Investing activities
Financing activities
Net provided

DISCONTINUED OPERATIONS
Prot from discontinued operations decreased to LE 11.4 million ($2.1
million), as compared to LE 2,511.0 million ($443.6 million) in 2007. In
2007, revenue from the discontinued cement group operations was
LE 8,450.5 million ($1,493.0 million), attributable primarily to sales
at Egyptian Cement Company, at Algerian Cement Company, and in
northern Iraq. In 2007, the gain on sale of discontinued cement operations
amounted to LE 62,274.8 million ($11,001.1 million).

58 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

Year ended
31 December 2007

Cash provided by continuing activities in 2008 was principally generated


from income from operations and from increases in receivables, inventories
and construction in progress, which were reduced by increases in payables
and in billings in excess of costs and estimated prots on incomplete
contracts.
Cash used in investing in continuing activities in 2008 was attributable
principally to the investments in the Egyptian Fertilizers Company, Gavilon
Group, and expansion of steel fabrication capacity at National Steel
Fabrication.

Cash provided by nancing continuing activities in 2008 consisted


principally of bank borrowings to nance the investments and the capital
expenditures. On 19 October 2008, OCI announced that it has signed and
nalized a $736.5 million ve-year syndicated loan facility. The facility is
structured on two equal tranches of $368.25 million. Tranche A will be a
medium-term loan and tranche B a revolving credit facility. The facility will
help nance future company investments.

CONSTRUCTION BACKLOG
The company considers as backlog the revenues that the company
expects to receive under contracts that have been awarded and signed.
Backlog consists of uncompleted portions of engineering and construction
contracts, including the companys proportionate share of construction
joint-venture contracts.
2008

The long-term and short-term debts are disclosed in note 23 to the


consolidated nancial statements.
In June 2005, the credit rating of OCI was raised from A+ to AA-.
The companys nancial instruments risks are disclosed in note 34 to the
consolidated nancial statements. The exchange rates used to revaluate the
main foreign currency balances were as follows:
Average rates

US Dollar
Euro

Rates as at 31 December

US Dollar
Euro

2008

2007

5.4485
8.0377

5.6608
7.7416

2008

2007

5.4998
7.6894

5.5440
8.0898

DIVIDENDS
The declaration or payment of dividends by OCI is dependant in part
on OCIs nancial condition, results of operations, prospects, cash ow,
capital requirements and reserves, the level of dividends received from the
subsidiaries, and the effect of such dividend on OCIs tax position.
In March and June 2008, the company paid dividends totaling LE 61,608.7
million ($11,112.7 million), LE 305.00 per share ($55.00 per share) as
extraordinary dividends following the divestment of cement operations. In
September 2008, the company paid another dividend in the amount of
LE 1,176.9 million ($214.8 million), LE 5.48 per share ($1.00 per share)
based on 2007 results.

In billions

2007

LE

LE

Egypt
Middle East
Africa
Europe
Asia

6.1
18.7
9.2
3.4
0.8

1.1
3.4
1.7
0.6
0.1

16
49
24
9
2

4.9
8.1
9.2
3.8
1.0

0.8
1.4
1.6
0.7
0.2

18
30
34
14
4

Total

38.1

6.9

100

27.0

4.7

100

At 31 December 2008, the construction group had unbilled work in its


consolidated backlog worth LE 38.0 billion ($6.93 billion). The construction
group added LE 30.3 billion ($5.5 billion) in new work during the year due
in part to additional work added by OCI Algeria, Cementech and the BESIX
Group. Construction work backlog which will be undertaken outside Egypt
reached 84.4% at the end of the year. Of the total backlog at year end,
industrial construction work represents 13.6%, commercial construction
work 30.8%, and infrastructure work 55.7%.
FUTURE OUTLOOK
Management believes that the company will continue to demonstrate the
OCI groups ability to achieve sustainable growth in spite of the challenging
market environment. Management believes it is better placed than most
of its competitors to capitalize on infrastructure construction work in the
emerging markets and that it will continue to outperform its peers. By
continuing to forge strategic partnerships with industry leaders, investing
in modern technologies, and developing the companys human resources,
management believes the company will be able to maintain its competitive
advantage in its core and growth businesses and will continue to record
positive nancial results.
Factors contributing to a positive outlook include:

Near record construction backlog valued at $6.9 billion, 56% of which is


infrastructure contracts with little risk of cancellation.

Increased government spending on infrastructure projects in the region


to stimulate their economies.

Commissioning of our fertilizer plant of Egypt Basic Industries


Corporation (EBIC) and an expected rebound of global fertilizer prices.

Strong cash position which could be deployed for investments or


acquisitions.

ORASCOM CONSTRUCTION INDUSTRIES 59


ANNUAL REPORT 2008

Governance

REPORT OF THE AUDIT COMMITTEE


OF THE BOARD OF DIRECTORS

The Audit Committee assists the Board in fullling its responsibilities for
general oversight of the integrity of the companys consolidated nancial
statements, compliance with legal and regulatory requirements, the
independent auditors qualications and independence, the performance
of the companys internal audit function and independent auditors, and
risk assessment and management. The Audit Committee manages the
companys relationship with its independent auditors (who report directly to
the Audit Committee). The Audit Committee acts under a written charter
adopted and approved by the Board, and has authority to obtain advice
and assistance from outside legal, accounting or other advisors as the Audit
Committee deems necessary to carry out its duties.
The companys management has responsibility for preparing the
consolidated nancial statements and nancial reporting process, including
the system of internal control. The companys independent auditors, KPMG
(Hazem Hassan), are responsible for expressing an opinion as to whether
those nancial statements present fairly, in all material respects, the
nancial position, results of operations and cash ows of the company in
accordance with Egyptian Accounting Standards, which are not materially
different from International Financial Reporting Standards.
In this context, the Audit Committee hereby reports as follows:
1. The Audit Committee has reviewed and discussed the audited
consolidated nancial statements for the year ended 31 December 2008
with the companys management.
2. The Audit Committee discussed with the independent auditors the
conduct of their audit in accordance with Egyptian Auditing Standards,
and compliance with legal and regulatory requirements.
3. The Audit Committee has received written conrmation of the
independent auditors independence.
4. Based on the review and discussions referred to above, the Audit
Committee recommended to the Board, and the Board has approved,
that the audited consolidated nancial statements be included in the
2008 Annual Report for ling with the Capital Market Authority.
AUDIT COMMITTEE
ALADDIN SABA
JRME GUIRAUD
HASSAN ABDALLA

60 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

Financial statements

63 Auditors report
64 Directors statement in respect of responsibility
for financial reporting
65 Consolidated income statement
66 Consolidated balance sheet
68 Consolidated statement in changes in equity
70 Consolidated cash flow statement
71 Notes to the consolidated financial statements
100 Selected financial data
104 Management and corporate information
Business segments and activities

ORASCOM CONSTRUCTION INDUSTRIES 61


ANNUAL REPORT 2008

62 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

Financial statements

AUDITORS REPORT

TO THE SHAREHOLDERS OF
ORASCOM CONSTRUCTION INDUSTRIES
We have audited the accompanying consolidated nancial statements of
Orascom Construction Industries (OCI) Egyptian Joint Stock Company,
which comprise the consolidated balance sheet as at 31 December 2008,
and the consolidated income statement, statement of changes in equity
and cash ows statement for the year then ended, and a summary of
signicant accounting policies and other explanatory notes.
MANAGEMENTS RESPONSIBILITY
FOR THE FINANCIAL STATEMENTS
Management is responsible for the preparation and fair presentation of
these consolidated nancial statements in accordance with the Egyptian
Accounting Standards and in the light of provisions of applicable Egyptian
laws. This responsibility includes: designing, implementing and maintaining
internal control relevant to the preparation and fair presentation of nancial
statements that are free from material misstatement, whether due to
fraud or error; selecting and applying appropriate accounting policies; and
making accounting estimates that are reasonable in the circumstances.
AUDITORS RESPONSIBILITY
Our responsibility is to express an opinion on these consolidated nancial
statements based on our audit. We did not audit the nancial statements
of some of the companys subsidiaries, which statements reect total assets
amounted to approximately LE 7.7 billion and total revenues amounted
to approximately LE 10.0 billion, of the related consolidated totals. Those
statements were audited by other auditors whose reports have been
furnished to us, and our opinion, in so far as it relates to the amounts
included for the said subsidiaries, is based solely on the reports of those
auditors.
We conducted our audit in accordance with Egyptian standards on auditing
and in the light of provisions of applicable Egyptian laws. Those standards
require that we comply with ethical requirements and plan and perform
the audit to obtain reasonable assurance whether the nancial statements
are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about


the amounts and disclosures in the nancial statements. The procedures
selected depend on the auditors judgment, including the assessment of
the risks of material misstatement of the nancial statements, whether due
to fraud or error. In making those risk assessments, the auditor considers
internal control relevant to the Companys preparation and fair presentation
of the nancial statements in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Companys internal control. An audit
also includes evaluating the appropriateness of accounting policies used
and the reasonableness of accounting estimates made by management, as
well as evaluating the overall presentation of the nancial statements.
We believe that the audit evidence we have obtained and the reports of
other auditors are sufcient and appropriate to provide a basis for our audit
opinion.
OPINION
In our opinion, based on our audit and the reports of the other auditors,
the consolidated nancial statements referred to above present fairly,
in all material respects the consolidated nancial position of Orascom
Construction Industries Egyptian Joint Stock Company as of 31
December 2008, and of its nancial performance and its consolidated cash
ows for the year then ended in accordance with Egyptian Accounting
Standards and comply with the related applicable Egyptian laws and
regulations relating to the preparation of these nancial statements.

KPMG HAZEM HASSAN


PUBLIC ACCOUNTANTS & CONSULTANTS
14 April 2009

ORASCOM CONSTRUCTION INDUSTRIES 63


ANNUAL REPORT 2008

Financial statements

DIRECTORS STATEMENT IN RESPECT OF


RESPONSIBILITY FOR FINANCIAL REPORTING

The Directors are responsible for the preparation and integrity of the
Annual Report and the consolidated nancial statements of Orascom
Construction Industries (OCI), in accordance with applicable laws and
regulations.
Company law requires the Directors to prepare consolidated and company
nancial statements for each year. The consolidated nancial statements
have been prepared in accordance with Egyptian Accounting Standards,
which are not materially different from International Accounting Standards.
These consolidated the nancial statements present fairly the nancial
position and results of operations of the group. As such, the consolidated
nancial statements include certain amounts that are estimates based upon
currently available information and management judgment of current
conditions and circumstances. The Directors are responsible also for the
other information included in the annual and interim reports and for their
accuracy and consistency with the consolidated nancial statements.
The annual nancial statements have been audited by the independent
accounting rm, KPMG (Hazem Hassan), which was given unrestricted
access to all nancial records and recorded data, including minutes of all
the meetings of the Board of Directors and committees of the Board.
The company maintains a system of internal control over nancial
reporting, which is intended to provide reasonable assurance to
the companys management and Board of Directors regarding the
preparation of the consolidated nancial statements. The system includes
a documented organizational structure and division of responsibility,
established policies and procedures, and the careful selection and
development of staff. Internal auditors monitor the operation of the
internal control system and report ndings and recommendations to
management and the Audit Committee of the Board of Directors.
Corrective actions are taken to control deciencies and other opportunities
for improving the system as they are identied.

64 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

The Audit Committee, which is composed of majority independent


directors, meets periodically with management, the internal auditors and
the independent auditors to review the manner in which these groups are
performing their responsibilities and to carry out the Audit Committees
oversight role with respect to auditing, internal controls and nancial
reporting matters.
There are inherent limitations in the effectiveness of any system of internal
control, including the possibility of human error and the circumvention or
overriding of controls. Accordingly, even an effective internal control system
can provide only reasonable assurance with respect to nancial statement
preparation. Furthermore, the effectiveness of an internal control system
may change over time.
Management assessed the companys internal control system in relation to
criteria for effective internal control over nancial statement preparation.
Based upon that assessment, the Directors believe that, as of 31 December
2008, its system of internal control over nancial statement preparation
met those criteria.

CONSOLIDATED INCOME STATEMENT


YEARS ENDED 31 DECEMBER

2008

2007

LE million

LE million

20,252.6
(14,952.4)
5,300.2

13,147.9
(10,975.0)
2,172.9

64.1
(1,092.8)
(201.1)
4,070.4

119.4
(740.7)
(82.2)
1,469.4

676.9
(668.4)
494.0
502.5
1.8
4,574.7
(575.9)
3,998.8

323.0
(576.7)
46.5
(207.2)
129.0
1,391.2
(82.0)
1,309.2

11.4
1,433.5
1,444.9
5,443.7

2,545.7
62,274.8
64,820.5
66,129.7

Attributable to:
Minority interest
Equity holders of the Company

77.0
5,366.7

108.8
66,020.9

Net prot for the year

5,443.7

66,129.7

Notes

Continuing operations
Revenue
Cost
Gross prot
Add (less)
Other operating income
Selling, general and administrative expenses
Provision for claims and doubtful debts
Operating prot
Interest income
Interest expense
Gain on foreign currency exchange
Net nance income (cost)
Investments income
Income before taxes
Income tax expense
Net prot from continuing operations
Discontinued operations
Results from discontinued operations (net of tax)
Gain on sale of investment
Net prot from discontinued operations
Net prot for the year

(26)

(27)

(6)
(6)

Earnings per share (LE)

(30)

25.8

327.7

EPS from continuing operations (LE)

(30)

18.9

5.1

The accompanying notes form an integral part of the nancial statements.

ORASCOM CONSTRUCTION INDUSTRIES 65


ANNUAL REPORT 2008

Financial statements

CONSOLIDATED BALANCE SHEET


YEARS ENDED 31 DECEMBER

ASSETS
Non-current assets
Property, plant and equipment
Payments for purchase of investments
Intangible assets
Investment in associated companies
Investments available for sale
Deferred tax assets
Long-term receivables
Total non-current assets
Current assets
Inventories
Marketable securities
Trade and other receivables
Receivable on sale of discontinued cement operations
Due from clients
Cash on hand and at banks
Assets held for sale
Total current assets
Total assets

The accompanying notes form an integral part of the nancial statements.

66 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

2008

2007

Notes

LE million

LE million

(9)
(11)
(12)
(13)

9,912.3
2,784.8
9,910.0
135.6
132.6
36.0
255.2
23,166.5

3,473.4
554.8
64.8
1,013.1
8.3
21.5
76.3
5,212.2

(14)

1,462.1
163.2
8,236.2
1,193.8
8,268.7
535.0
19,859.0

734.3
72.2
5,410.2
77,266.8
766.0
3,917.0
1,573.3
89,739.8

43,025.5

94,952.0

(15)
(6)
(16)
(17)

CONSOLIDATED BALANCE SHEET CONTINUED


YEARS ENDED 31 DECEMBER

EQUITY
Shareholders' equity
Share capital
Legal reserve
Other reserves
Retained earnings
Cumulative adjustment on translation of foreign companies
Treasury stock
Total shareholders' equity

2008

2007

Notes

LE million

LE million

(18)
(19)
(19)

1,073.9
505.0
5,678.4
11,851.0
(85.7)
(1,667.9)
17,354.7

1,010.0
505.0
1,774.6
69,640.0
11.8
(94.4)
72,847.0

(21)

Minority interest in subsidiary companies

226.7

1,048.8

17,581.4

73,895.8

(22)
(23)
(24)

7,754.1
1,891.4
613.4
506.6
10,765.5

1,034.9
1,982.3
586.0
103.2
3,706.4

(22)
(25)
(16)
(23)

3,670.6
8,317.9
1,599.7
633.7
456.7
-

10,647.7
4,621.1
907.4
324.8
87.5
761.3

Total current liabilities

14,678.6

17,349.8

Total liabilities

25,444.1

21,056.2

Total equity and liabilities

43,025.5

94,952.0

Total equity
LIABILITIES
Non-current liabilities
Long-term loans
Provisions
Other long-term liabilities
Deferred tax liabilities
Total non-current liabilities
Current liabilities
Bank overdraft and current portion of long-term loans
Trade and other payables
Due to clients
Provisions
Income taxes payable
Liabilities related to assets held for sale

The accompanying notes form an integral part of the nancial statements.

ONSI SAWIRIS
CHAIRMAN

NASSEF SAWIRIS
CHIEF EXECUTIVE OFFICER

SALMAN BUTT
CHIEF FINANCIAL OFFICER

ORASCOM CONSTRUCTION INDUSTRIES 67


ANNUAL REPORT 2008

Financial statements

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY


YEAR ENDED 31 DECEMBER 2008

Share capital

Legal reserve

LE million

LE million

Balance at 31/12/06
Amounts related to discontinued cement operations
Net income for the year 2007
Transactions of treasury stock by OCI ESOP Limited
Hedge reserve
Decit in ESOP share option plan
Adjustments
Distribution of cash dividends to shareholders
Employees share of prots 2006
Changes in translation of foreign companies
Net change in minority interest in subsidiaries during the year

1,010.0
-

505.0
-

Balance at 31/12/07
Amounts related to Egyptian Container Handling Company discontinuation
Change to proportionate consolidation of a subsidiary
Capital increase at fair value
Net income for the year 2008
Hedge reserve
Adjustments
Dividends to shareholders
Transactions of treasury stock by OCI and OCI ESOP Limited
Prots from sale of treasury stock
Employees share of prots 2007
Changes in translation of foreign companies
Net change in minority interest in subsidiaries during the year

1,010.0
63.9

505.0
-

Notes

Balance at 31/12/08

The accompanying notes form an integral part of the nancial statements.

68 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

(20)
(29)

1,073.9

505.0

Other
reserves

Retained
earnings

Cumulative adjustment
on translation of
foreign companies

Treasury
stock

Total
shareholders
equity

Minority
interest

Total
equity

LE million

LE million

LE million

LE million

LE million

LE million

LE million

1,804.2
(29.6)
-

5,336.4
66,020.9
(457.1)
(32.2)
(1,111.0)
(117.0)
-

152.6
(151.4)
10.6
-

(136.5)
42.1
-

8,671.7
(151.4)
66,020.9
42.1
(29.6)
(457.1)
(32.2)
(1,111.0)
(117.0)
10.6
-

2,488.4
(1,060.3)
151.4
(875.5)
344.8

11,160.1
(1,211.7)
66,172.3
42.1
(29.6)
(457.1)
(32.2)
(1,986.5)
(117.0)
10.6
344.8

1,774.6
3,869.9
(54.0)
87.9
-

69,640.0
5,366.7
(445.2)
(62,549.0)
18.0
(179.5)
-

11.8
(97.5)
-

(94.4)
(1,573.5)
-

72,847.0
3,933.8
5,366.7
(54.0)
(445.2)
(62,549.0)
(1,573.5)
18.0
(179.5)
(9.6)
-

1,048.8
(232.8)
(567.4)
77.0
(98.9)

73,895.8
(232.8)
(567.4)
3,933.8
5,443.7
(54.0)
(445.2)
(62,549.0)
(1,573.5)
18.0
(179.5)
(9.6)
(98.9)

5,678.4

11,851.0

(85.7)

(1,667.9)

17,354.7

226.7

17,581.4

ORASCOM CONSTRUCTION INDUSTRIES 69


ANNUAL REPORT 2008

Financial statements

CONSOLIDATED CASH FLOW STATEMENT


YEARS ENDED 31 DECEMBER

2008

2007

LE million

LE million

5,366.7

66,020.9

730.5
245.3
(8.5)
(1.8)
(15.0)
(1,433.5)
(9.6)
575.9
5,450.0
(20.6)
(549.1)
(2,593.9)
(427.8)
(142.9)
838.1
692.3
(668.4)
676.9
3,254.6

924.0
198.2
281.6
(129.0)
(9.1)
(62,274.8)
(124.4)
82.0
4,969.4
(667.9)
(2,249.5)
(84.0)
137.5
(917.9)
21.1
(604.8)
323.2
927.1

Cash ows from investing activities


Proceeds from sale of property, plant and equipment
Payments for the purchase of property, plant and equipment
Payments for purchase of intangible assets
Proceeds from sale of Egyptian Container Handling Company
Proceeds from sale of cement segment*
Payments for purchase of long-term investments, net
Net cash provided by (used in) investing activities

243.3
(3,198.4)
(77.1)
1,741.5
77,266.8
(12,136.5)
63,839.6

244.1
(6,728.2)
(1,169.7)
(7,653.8)

Cash ows from nancing activities


(Payment of) proceeds from treasury stock, net
(Payments of) proceeds from bank overdraft and loans
Increase (decrease ) in long-term liabilities, net
Changes in minority interest
Cash dividends to shareholders
Injection of capital (at fair value)
Net cash (used in) provided by nancing activities
Net increase in cash and cash equivalents
Cash on hand and at banks at the beginning of the year
Cash on hand and at banks at the end of the year
Blocked funds

(1,573.5)
(2,693.1)
161.1
(21.8)
(62,549.0)
3,933.8
(62,742.5)
4,351.7
3,917.0
8,268.7
(598.1)

166.5
8,575.5
(43.1)
317.7
(1,111.0)
7,905.6
1,178.9
2,738.1
3,917.0
(31.3)

7,670.6

3,885.7

Notes

Cash ows from operating activities


Net income attributable to equity holders
Adjustments to reconcile net income for the year to net cash provided by operating activities
Depreciation and amortization
Increase in provisions for claims and impairment of debts
Interest expenses (income)
Income from investments
Gain on sale of property, plant and equipment
Gain on sale of investment in discontinued operations
(Gain) loss on translation of foreign companies and translation adjustments
Income tax expense
Income from operating activities before changes in working capital
Provisions used
Changes in inventories
Changes in trade and other receivables
Changes in due from clients
Changes in assets held for sale
Changes in trade and other payables
Changes in due to clients
Interest expenses paid
Interest income received
Net cash provided by operating activities

Cash and cash equivalents at the end of the year

* Includes net cash ow of discontinued operations as explained in note 6.


The accompanying notes form an integral part of the nancial statements.
70 ORASCOM CONSTRUCTION INDUSTRIES
ANNUAL REPORT 2008

(26)
(6)
(27)

(29)
(18)

(17)
(17)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


YEAR ENDED 31 DECEMBER

1 GENERAL
Orascom Construction Industries Company was recorded in the commercial register as an Egyptian Joint Stock company on 30 March 1998
according to Law number 159 for the year 1981. The Companys articles of association were published in the Companies Gazette issue number
658 in April 1998.
The Companys purpose is contracting, manufacturing, supply and installation of machinery, equipment, tools, materials and supplies required
for construction activities, the undertaking of infrastructure works and the engineering and technical consultation required for projects being
implemented by the Company as well as importing necessary equipment and instruments. The Companys purpose also includes import and
export activities, and leasing equipments.
Orascom Construction Industries Company hereafter referred to as the Company or OCI consolidated nancial statements of the
Company comprise the Company and its subsidiaries (together referred to as the Group) and the Groups interest in associates and jointly
controlled entities. The Group is involved primarily in construction and fertilizer industries as the cement business was sold as described in note 6 to
the consolidated nancial statements.
OCI owns directly the following consolidated subsidiaries:
Subsidiary

OCI International Cyprus


OCI Finance Limited
Orascom Construction Industries Algeria
Orascom Construction Industries Nigeria
Orascom Industrial Investments
Orascom Construction Industries Egypt
National Steel Fabrication
Egyptian Fertilizers Company
Orascom Roads Company
Suez Industrial Development Company
Sorfert Algrie Company
OCI BESIX
Alico Egypt

31/12/2008

31/12/2007

% of ownership

% of ownership

100.0%
100.0%
99.9%
99.9%
99.9%
99.9%
49.9%
99.9%
99.9%
60.5%
50.9%
50.0%
50.0%

100.0%
100.0%
99.9%
99.9%
99.9%
99.9%
49.9%
89.9%
60.5%
50.9%
50.0%
50.0%

ORASCOM CONSTRUCTION INDUSTRIES 71


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

2 BASIS OF PREPARATION
STATEMENT OF COMPLIANCE
The consolidated nancial statements include the nancial statements for all subsidiaries that are controlled by Orascom Construction Industries
Company (the Group). The nancial statements of the parent and its subsidiaries are prepared in accordance with Egyptian Accounting
Standards and applicable Egyptian laws and regulations.
The consolidated nancial statements were authorized for issuance by the Board of Directors on 14 April 2009.
BASIS OF MEASUREMENT
The consolidated nancial statements have been prepared on the historical cost basis except for derivative nancial instruments, nancial
instruments at fair value through prot and loss, and available for sale nancial assets, which are measured at fair values. The methods used to
measure fair values are discussed further in the notes below.
FUNCTIONAL AND REPORTING CURRENCIES
These consolidated nancial statements are presented in Egyptian Pounds (LE); the companys Board of Directors changed the Companys
functional currency to US Dollars ($) starting 01/10/08. The change was made as the US Dollar is now the currency that inuences the revenues of
the Company and its nancing.
The presentation currency remains the Egyptian Pounds as the local regulations require the Company to maintain its share capital in Egyptian
Pounds.
All the amounts presented to the nearest million Egyptian Pounds.
USE OF ESTIMATES AND JUDGMENTS
The preparation of the nancial statements requires management to make judgments, estimates and assumptions that affect reported amounts
of assets and liabilities, income and expenses during the nancial years. Actual results may differ from these estimates. Estimates and underlying
assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised
and in any future periods affected. In particular, information about signicant areas of estimation uncertainty and critical judgments in applying
accounting policies that have the most signicant effect on the amount recognized in the nancial statements are described in the following notes:
Note 10
Note 12
Note 16
Note 23
Note 28
Note 31
Note 34

Leased assets
Intangible assets
Construction contracts in progress
Provisions
Share-based payments
Contingent liabilities
Financial instruments risks

3 SIGNIFICANT ACCOUNTING POLICIES


The following accounting policies are applied constantly in the preparation of the consolidated nancial statements and during all nancial years
in which the consolidated nancial statements are presented. The same accounting policies are also applied constantly in the subsidiaries and
associates nancial statements.

72 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

3.1 BASIS OF CONSOLIDATION


SUBSIDIARIES
Subsidiaries are entities controlled by the Group. Control exists when the Group has the power to govern the nancial and operating policies of an
entity so as to obtain benets from its activities. In assessing the extent of control, current and potential voting rights that presently are exercisable
are taken into consideration. The nancial statements of subsidiaries are included in the consolidated nancial statements from the date that
control commences until the date that control ceases. The accounting policies of the subsidiaries are modied where necessary to conform to the
accounting policies of the Group.
ASSOCIATES
Associates are those entities in which the Group has signicant inuence, but not control, over the nancial and operating policies. Signicant
inuence exists when the Company owns 20%-50% of the voting shares of any company. Associates are accounted for using the equity method;
but recorded initially at cost. The consolidated nancial statements include the Groups share of the income and expenses of equity accounted
investees, after adjustments to align the accounting policies with those of the Group, from the date that the signicant inuence commences until
the date that signicant inuence ceases.
JOINT VENTURES
Joint ventures are those entities over whose activities the Group has joint control, established by the contractual agreements and requiring
unanimous consent for strategic nancial and operating decisions. Joint ventures are accounted for using the proportionate consolidation method.
TRANSACTIONS ELIMINATED ON CONSOLIDATION
Intra-Group balances, and any unrealized income and expenses arising from intra-Group transactions, are eliminated in preparing the consolidated
nancial statements. Unrealized gains arising from transactions with equity accounted investees are eliminated against the investment to the extent
of the Groups interest in the investee. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no
evidence of impairment.

3.2 FOREIGN CURRENCY


FOREIGN CURRENCY TRANSACTIONS
Transactions in foreign currencies are translated to the respective functional currencies of Group entities at the exchange rates at the transaction
date. Monetary assets and liabilities denominated in foreign currencies, at the reporting date are retranslated to the functional currency at the
exchange rate at that date. Foreign currency differences arising on retranslation are recognized in prot or loss.
FOREIGN OPERATIONS
The assets and liabilities of foreign operations are translated to US Dollars at exchange rates at the reporting date. The income and expenses of
foreign operations are translated to US Dollars at the exchange rates at the dates of transactions. Foreign currency differences are recognized
directly in equity.

ORASCOM CONSTRUCTION INDUSTRIES 73


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

3.3 FINANCIAL INSTRUMENTS


NON DERIVATIVE FINANCIAL INSTRUMENTS
Non-derivative nancial instruments comprise cash and cash equivalents, investments in equity, trade and other receivables, loans and borrowings,
and trade and other payables. Short-term debtors and creditors are recognized at their nominal value.
Non-derivative nancial instruments are recognized initially at fair value, plus for instruments not at fair value through prot or loss, any directly
attributable transactions costs. After initial recognition the non-derivative nancial instruments are re-measured as discussed later.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash balances, balances of banks current accounts, and time deposits with banks for less than three months.
Bank overdrafts that are repayable on demand and form an integral part of the Groups cash management are included as a component of cash
and cash equivalents for the purpose of preparing the statement of cash ows.
INVESTMENT IN ASSOCIATED COMPANIES
Investments in associated companies are recognized at cost and recorded by the equity method. In case of impairment, the carrying amount of the
investment is reduced and the impairment loss is charged to the consolidated income statement.
When the Groups share of losses exceeds its interest in an equity accounted investee, the carrying amount of that interest (including any long-term
investments) is reduced to nil and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has
made payments on behalf of the investee.
INVESTMENTS AVAILABLE FOR SALE
The Groups investments in equity securities, other than investment in associated companies, which are classied as available for sale, are recorded
initially at cost. Investments available for sale that are listed in a stock exchange are re-measured at fair values at the end of each reporting period;
and changes therein, other than impairment losses, are recognized in equity. When the investment is derecognized, the cumulative gain or loss in
equity is transferred to the consolidated income statement. Investments which are not listed at stock exchanges are re-measured at historical value
after reducing any impairment losses.
INVESTMENT IN MARKETABLE SECURITIES
Investments held for trading or is designated as such are recorded initially at cost. After initial recognition, transaction costs are recognized in prot
or loss when incurred. These investments are re-measured at fair values (market values) at the end of each reporting period, and changes therein
are recognized in the consolidated income statement.
DERIVATIVE FINANCIAL INSTRUMENTS
The Group is exposed to risks relating to currency exchange uctuations, and to changes in interest rates. The Group does not use derivative
nancial instruments for speculative purposes. Derivative nancial instruments are recognized initially at fair value. Changes in the fair value of
hedging nancial instruments are recognized directly in equity to the extent that the hedge is effective.
Financial assets are derecognized if the Groups contractual rights to the cash ows from the nancial assets expire or if the Group transfers the
nancial asset to another party without retaining control or substantially all risks and rewards of the asset.
SHARE CAPITAL
Share capital is recorded at cost in shareholders equity.
TREASURY STOCK
Repurchased shares of the Company are classied as treasury shares and are presented as a deduction from shareholders equity at their acquisition
cost. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity net of surplus or decit on
the transaction.

74 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

3.4 PROPERTY, PLANT AND EQUIPMENT


RECOGNITION AND MEASUREMENT
Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment loss at the reporting date (see note
3.10). Cost includes expenditure that is directly attributable to the acquisition of the asset. The cost of self constructed assets include material,
direct labor and other cost incurred to bring the asset ready to its intended use, as well as any expected cost to remove the asset at the end of its
useful lives and restore the site to its original condition.
When parts of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property,
plant and equipment.
GAIN AND LOSS ON DISPOSAL
Gain and loss on disposal of property, plant and equipment, resulting from the difference between the proceeds of disposal and the net book
values, are recognized net within other operating income (expense) in the consolidated income statement.
SUBSEQUENT COSTS
The cost of replacing part of an item of property, plant and equipment is recognized in the carrying amount of the item if it is probable that the
future economic benets embodied within the part will ow to the Group and its cost can be measured reliably. The carrying amount of the
replaced part is derecognized. The costs of day to day servicing of property, plant and equipment are recognized in the consolidated income
statement as incurred.
DEPRECIATION
Depreciation is recognized in prot or loss on a straight line basis over the estimated useful lives of each part of property plant and equipment.
Assets leased to third parties are depreciated over the shorter of the lease term and their useful lives. The estimated useful lives for the current and
comparative years are as follows:
Type of Asset
Buildings
Machinery and equipment
Furniture and ofce equipment
Vehicles
Information systems
Tools and supplies

Years

2.0-50.0
3.0-25.0
2.0-16.0
4.0-5.0
2.0-7.0
1.5-10.0

Depreciation methods, useful lives and residual values are reviewed at each reporting date.
LEASED ASSETS
Agreements for assets leased from third parties are accounted for as operating leases in accordance with Egyptian Accounting Standards. Rent
payable on operating leases is charged in the income statement on a straight line basis over the term of the lease.
BORROWING COSTS CAPITALIZATION
Interest and commissions on credit facilities and loans that are directly attributable to the acquisition, construction or production of qualifying assets
are capitalized as part of the cost of those assets till the date of availability for use. All borrowing costs that do not meet the capitalization criteria
are recognized as expense in the consolidated income statement as incurred.

ORASCOM CONSTRUCTION INDUSTRIES 75


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

3.5 INTANGIBLE ASSETS


GOODWILL
Goodwill arises on the acquisition of subsidiaries, associates and joint ventures. Goodwill represents the excess of the cost of acquisition over the
Groups interest in the net fair value of identiable assets, liabilities and contingent liabilities of the entity acquired. Goodwill is recorded at cost less
any accumulated impairment losses. When the excess is negative, it is recognized in the consolidated income statement. In respect of accounting
for investment in associated companies, the carrying amount of goodwill is included in the carrying amount of the investment.

3.6 OTHER INTANGIBLE ASSETS


Other intangible assets that are acquired by the Group, which have nite useful lives, are measured at cost less accumulated amortization and
accumulated impairment losses. Costs incurred subsequent to acquisition are capitalized when there is sufcient evidence of future benet from
the acquisition; other costs are expensed in the income statement as incurred. Amortization is recognized in the income statement on a straight
line basis over the estimated useful lives, other than goodwill, from the date they are available for use.

3.7 INVENTORIES
Inventories are measured at the lower of cost and net realizable value. An inventory of raw materials, spare parts and supplies cost are based on
weighted average principle or the rst in rst out method, and includes expenditure incurred in acquiring the inventories and bringing them to
their existing location and condition. In case of manufactured inventories and work in progress, cost includes an appropriate share of production
overheads based on normal operating capacity. Net realizable value is the estimated selling price in the ordinary course of business, less the
estimated costs of completion and selling expenses.

3.8 CONSTRUCTION CONTRACTS


Construction project costs (due from clients) are costs of completed work but not billed to clients awaiting approval and expected to be collected
in accordance with the contract. Construction project costs include all direct costs, such as materials, supplies, equipment depreciation and labor,
as well as indirect costs of the Group such as indirect labor and maintenance. Construction project costs also include general and administrative
expenses directly related to these projects. Provisions for estimated losses on incomplete contracts are made in the period in which such losses are
determined.
The excess of construction project costs and estimated prots over billings is recognized as (due from clients) under current assets in the
consolidated balance sheet. Billings in excess of cost of estimated earnings on incomplete contracts are recognized as (due to clients) under current
liabilities.

3.9 ASSETS HELD FOR SALE


Properties held for sale that are expected to be principally recovered through the sale rather than through the continuing use are classied as
assets held for sale. Immediately before classication as held for sale, the assets are re-measured in accordance with the Group accounting
policies. Thereafter, generally the assets are measured at the lower of their carrying amount and fair value less cost to sell. Impairment loss on
initial recognition as held for sale are allocated at rst to goodwill and the balance proportionately to other assets and liabilities, except inventories,
nancial assets, deferred tax assets, and assets related to employee pensions. Subsequent impairment losses are charged to the income statement.
Subsequent gains are not credited in the income statement to the extent that the gain is in excess of cumulative impairment losses.

76 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

3.10 IMPAIRMENT OF ASSETS


FINANCIAL ASSETS
A nancial asset is assessed at each reporting date to determine whether there is any objective evidence that it is impaired. A nancial asset is
considered to be impaired if objective evidence indicates that one or more events have had a negative effect on the estimated future cash ows of
that asset.
An impairment loss in respect of a nancial asset measured at amortized cost is calculated as the difference between its carrying amount, and the
present value of the estimated future cash ows discounted at the original effective interest rate.
Individually signicant nancial assets are tested for impairment on an individual basis. The remaining nancial assets are assessed collectively in
groups that share similar credit risk characteristics.
All impairment losses are recognized in prot or loss. Any cumulative loss in respect of an available for sale nancial asset recognized previously in
equity is transferred to prot or loss.
An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognized.
NON-FINANCIALS ASSETS
The carrying amounts of non-nancial assets of the Group, except inventories, assets held for sale and deferred tax assets and assets resulted from
construction contracts, are reviewed at the date of the nancial statements to ascertain whether there is an event or changes in circumstances
indicating that the carrying amount of an asset exceeds its recoverable amount. When such an indicator exists, the recoverable amount of the
asset is estimated. The recoverable amounts of goodwill, and other intangible assets with indenite useful life or not yet available for use, are
estimated each nancial period. The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less
cost to sell. The impairment calculated as the difference between the carrying amount and estimated recoverable amount, discounted by the
effective interest rate.
A cash-generating unit is the smallest identiable asset group that generates cash ows that largely are independent from other assets and groups.
Impairment losses recognized in respect of cash-generating units are allocated rst to reduce the carrying amount of any goodwill allocated to the
units and then to reduce the carrying amount of other assets in the unit on a pro rata basis.
Impairment losses in respect of goodwill are not reversed. Impairment losses in respect of other intangible assets in prior periods are assessed at
each reporting date for any indications that the loss has decreased or no longer exist. An impairment loss 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 assets carrying amount
does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been
recognized.

3.11 FAIR VALUES


Certain accounting policies and nancial statement presentation require determination of fair values of nancial and non-nancial assets and
liabilities. The fair values are determined for the purposes of recognition or measurement as follows; and in the respective notes to the consolidated
nancial statements.
PROPERTY, PLANT AND EQUIPMENT
The fair value of property, plant and equipment recognized as a result of a business combination is based on market values. The market value of
property is the estimated amount for which a property could be exchanged on the date of valuation between a willing buyer and a willing seller.
INTANGIBLE ASSETS
Fair values of intangible assets are determined according to future cash ows deducted and expected from using those assets or from its disposal.
INVENTORIES
The fair values of inventory acquired in a business combination is determined based on its estimated selling price in the ordinary course of business
less the estimated cost of completion and sale, and a reasonable prot margin based on the effort required to complete and sell the inventory.

ORASCOM CONSTRUCTION INDUSTRIES 77


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

3.11 FAIR VALUES CONTINUED


INVESTMENTS IN SECURITIES
The fair value of nancial assets at fair value through prot or loss, investments and available for sale nancial assets are determined by reference
to their quoted bid price at the reporting date.
TRADE AND OTHER RECEIVABLES
Fair values of customer accounts receivable and other debit balances are their present values of future cash ows discounted at the reporting date.
FINANCIAL INSTRUMENTS
Fair values non-derivatives for nancial instruments traded in an active market are their current market values. Where an active market does not
exist, estimates may be used based on present value or other analytical techniques.
DERIVATIVES
The fair value of forward exchange is based on their listed market price or if not available the difference between the contractual forward price and
the current forward price for the residual maturity of the contract.
The fair value of interest rates swaps is based on broker quotes tested for reasonableness by discounting estimated future cash ows using market
interest rates for similar instrument at the measurement date.
SHARE-BASED PAYMENTS
Fair values of share-based payments are determined by using specialized valuation models.

3.12 PROVISIONS
A provision is recognized, if as a result of past event the Group has a present legal or constructive obligation that can be estimated reliably and it is
probable that an outow of economic benets will be required to settle the obligation. Management reviews the provisions at the balance sheet
date and makes adjustments to the provisions, if necessary, to reect the best estimate.

3.13 REVENUE
CONSTRUCTION CONTRACTS
As soon as the outcome of the construction contract is estimated reliably, contract revenues and expenses are recognized in prot or loss in
proportion to the stage of completion of the contract. Contract revenue includes the initial amount agreed in the contract plus any variations in
contract work, claims and incentive payments to the extent that is probable that they will result in revenue and can be measured reliably.
The stage of completion is assessed by reference to surveys of work performed. When the outcome of a construction contract cannot be
estimated reliably, contract revenue is recognized only to the extent of contract costs incurred that are likely to be recoverable. An expected loss on
contract is recognized immediately in prot or loss.
GOODS SOLD
Revenue from sale of goods is measured at the fair value of the consideration received or receivable, net of returns and allowances, trade discounts
and volume rebates. Revenue is recognized when the signicant risks and rewards of ownership have been transferred to the buyer, recovery of
the consideration is probable, the associated costs and possible return of goods can be estimated reliably, and there is no continuing management
involvement with the goods. Transfers usually occur when the products are received by the customer; however for some international shipments
transfer occurs upon loading the goods onto the relevant carrier.
RENTAL INCOME
Rental income is recognized in the prot or loss on a straight line basis over the term of the lease.

78 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

3.14 FINANCING COST AND INCOME


INTEREST EXPENSE AND INCOME
Interest expense and income are recognized in the consolidated income statements using the effective interest rate method.
INVESTMENT INCOME
Dividends from investments are recognized when the Group is entitled to such income.
FOREIGN EXCHANGE DIFFERENCES
Differences on foreign exchange are presented net in the consolidated income statements.

3.15 EMPLOYEES BENEFITS


COMPANYS CONTRIBUTION IN SOCIAL INSURANCE AND PENSION PLANS
Payments to dened contribution schemes are expensed as they become due. For dened benet pension plans adopted the benet obligation is
determined using the Projected Unit Credit Method, with actuarial valuations being carried out at each consolidated balance sheet date. Actuarial
gains and losses are recognized in prot and loss in full in the period in which they occur.
SHARE-BASED PAYMENT TRANSACTIONS
The grant date fair value of options granted to employees is recognized as an employee expense, over a period in which the employees become
unconditionally entitled to the options. The amount recognized as expense (in wages and salaries at prot and loss) is adjusted to reect the actual
number of share options that vest.

3.16 INCOME TAX


Income tax comprises current and deferred tax payable on taxable income. Income tax expense is recognized in prot or loss to the extent that it
relates to items recognized directly in equity, in which case it is recognized in equity.
Current tax expense is the expected tax payable on taxable income for the period, using the prevailing tax rates or substantively enacted at the
reporting date, and any adjustment in tax payable in respect of previous years.
Deferred tax expense is recognized using the balance sheet method, providing for temporary differences between the carrying amounts of assets
and liabilities for nancial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the following
temporary differences: the initial recognition of goodwill and differences relating to investments in subsidiaries and jointly controlled entities to the
extent that they probably will not reverse in the foreseeable future. Deferred tax is measured at the tax rates that are expected to be applied to the
temporary differences when they reverse, based on the laws that have been enacted or substantively enacted at the reporting date.
A deferred tax asset is recognized only to the extent that it is probable that future taxable prots will be available against which temporary
difference can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that
the related tax benet will be realized.

3.17 EARNINGS PER SHARE


The Group presents earnings per share (EPS), which is calculated by dividing the prot or loss attributable to ordinary shareholders of the Company
by the weighted average number of ordinary shares outstanding during the year.

ORASCOM CONSTRUCTION INDUSTRIES 79


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

3.18 DISCONTINUED OPERATIONS


A discontinued operation represents a separate major line of business or geographical area of operations or a subsidiary acquired exclusively with
a view to resale. Discontinued operations are presented in a single amount in the income statement upon disposal or when the operation meets
the criteria to be classied as held for sale. The income statement is presented as if the discontinued operations occurred at the beginning of the
comparative year.

3.19 SEGMENT REPORTING


A segment is a distinguishable component of the Group that is engaged either in providing related products or services (business segment), or
in providing products or services within a particular economic environment (geographic segment), which is subject to risks and rewards that are
different from those of other segments. The Group primary format for segment reporting is based on business segment.

4 FINANCIAL RISK MANAGEMENT


OVERVIEW
The Group is exposed to risks in respect of credit, liquidity, currency, and interest rates (market risk). The Groups management assesses and
analyses these risks, and implements the policies and necessary controls to manage these risks. Policies and procedures have been established to
determine, analyze and control its risks and periodical follow up and reviews are carried out in accordance with operations and changes in market
conditions. These controls continue to be developed through training, development and administrative procedures that allow the employees to
better understand their roles and responsibilities. The Audit Committee of the Board ensures that management complies with the risk control
policies and procedures, and that the framework for risk management is effective.
CREDIT RISK
Credit risk is the probability of nancial loss from the inability of counterparty to meet contractual obligations related to a nancial transaction or
instrument. Credit risk includes customer balances, due from related parties and investments.
CUSTOMER RISK
Customer risk, or counterparty risk, is risk of loss from their inability to pay their debts. To limit this risk, the Group provides credit only to
government entities, associated companies, and a large number of creditworthy private sector customers.
LIQUIDITY RISK
Liquidity risk is the risk that arises when the maturity of assets and liabilities does not match or when the Group is unable to liquidate its assets with
values that approximate their fair values to meet the Groups liabilities. While an unmatched position may enhance protability, it can also increase
the risk of losses. To manage the liquidity risk, the Groups management aims to have sufcient amounts of cash, available nance and credit
facilities to discharge the liabilities when due and minimizes potential losses.
MARKET RISK
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates that will affect the Groups income or
the value of its holding of nancial instruments. The objective of market risk management is to manage and control market risk exposure with
acceptable parameters, while optimizing the return.
CURRENCY RISK
The Company is exposed to currency risk on construction revenues, construction cost, loans and bonds that are denominated in a currency other
than the respective functional currencies of Company primarily in Egyptian Pounds and Euros. The Group manages this risk by monitoring the
exchange rates uctuations on a continuous basis, by matching its liabilities in foreign currencies with its source of funds in foreign currencies and
by currency SWAP agreements with nancial institutions.
INTEREST RATE RISK
Interest rate risk is the risk that the value of nancial instruments will uctuate due to changes in market interest rates. The Group is exposed to
interest rate risk in relation to its interest-bearing assets, liabilities and borrowings.

80 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

5 GROUP SEGMENT REPORTING


The Groups primary format for segment reporting is based on business segments. The secondary format is geographical segments. The risk and
returns of the Groups operations are primarily determined by different products and services that the Group produces or provides rather than the
geographical location of the Groups operations. This is reected by the Groups organizational structure and nancial reporting system.
The Group had two segments of operations, construction and fertilizer. The cement segment was sold in December 2007 to Lafarge SA (France).
Operating segments

Construction

Fertilizer

Elimination

Consolidated

LE million

LE million

LE million

LE million

Revenue
December 2008 external revenue
December 2008 intra-Group revenue

16,741.4
112.9

3,511.2
-

(112.9)

20,252.6
-

Total December 2008

16,854.3

3,511.2

(112.9)

20,252.6

December 2007 external revenue


December 2007 intra-Group revenue

13,147.9
-

13,147.9
-

Total December 2007

13,147.9

13,147.9

1,538.4
1,469.4

2,532.0
-

4,070.4
1,469.4

486.4
924.0

244.1
-

730.5
924.0

1,910.2
712.4

1,050.9
616.4

2,961.1
1,328.8

38,657.6
93,336.8

4,367.9
1,615.2

43,025.5
94,952.0

23,180.1
20,088.5

2,264.0
967.7

25,444.1
21,056.2

Operating prot
December 2008
December 2007
Depreciation and amortization
December 2008
December 2007
Capital expenditures
December 2008
December 2007
Total assets
December 2008
December 2007
Total liabilities
December 2008
December 2007

ORASCOM CONSTRUCTION INDUSTRIES 81


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

5 GROUP SEGMENT REPORTING CONTINUED


Geographical segments

Revenues excluding intraGroup revenues


December 2008
December 2007
Total assets
December 2008
December 2007
Capital expenditures
December 2008
December 2007

Egypt

Africa

Asia

Europe and other

Elimination

Consolidated

LE million

LE million

LE million

LE million

LE million

LE million

6,893.3
1,701.3

852.5
1,200.1

1,971.9
2,391.7

10,534.9
7,854.8

20,252.6
13,147.9

27,777.9
79,814.4

1,451.2
1,235.1

4,628.1
7,811.7

9,168.3
6,090.8

43,025.5
94,952.0

1,012.4
297.7

1,036.7
451.9

287.4
29.3

624.6
549.9

2,961.1
1,328.8

6 DISCONTINUED OPERATIONS
A SALE OF THE CEMENT SEGMENT
On 9 December 2007, Orascom Construction Industries signed an agreement with Lafarge SA (Lafarge) for the investment of the OCI cement
group through the sale of 1,277,721.0 shares presenting its investment in 99.9% of the issued share capital of Orascom Building Materials Holding
Company SAE (OBMH), from 31 December 2007, the effective date of the contract, which encompasses all cement related businesses. On 29
December 2007, OCI shareholders approved the agreement of sale at an Extraordinary General Meeting.
The sale price was 8.8 billion (LE 71.107 billion). The agreement included the assumption by Lafarge of OBMH total debt to a maximum of
$2.013 billion (LE 11.160 billion) due to OCI and lending banks to OBMH and its subsidiaries, of which $1,111.0 million (LE 6.159 billion) was due
to OCI as of 31 December 2007. The Company received $1.2 billion (LE 6.652 billion) on 24 January 2008 from Lafarge SA on account till nal
settlement.
The Company initially estimated the total liabilities, which were born initially by Lafarge SA on 31 December 2007, based on the consolidated
nancial statements prepared by Orascom Building Materials Holding, at $1.924 billion (LE 10.666 billion). The Company expected to return
$89.0 million (LE 493.4 million) to Lafarge SA from the amount which had been collected under the account. However, determining the total
outstanding actual liabilities as of 31 December 2008 show that the Company must instead return $173.2 million (LE 949.8 million), resulting in
a difference of $84.2 million (LE 456.4 million), which was charged to retained earnings (note 20). This was the nal completion adjustment with
Lafarge SA.
SALE TRANSACTION APPROVAL AND PROFIT DISTRIBUTION
On 29 December 2007, the Extraordinary General Meeting approved the following contracts which were signed with Lafarge SA (France) at
9 December 2007, according to the following:
(a) Agreement for sale of the company shares in OBMH to Lafarge SA France.
(b) Subscription shares agreement in Lafarges capital increase which will be subscribed in by Nassef Sawiris and other members of Sawiris Family.
The subscribers pay the dividends they receive from OCI. The subscription agreement states that OCI should subscribe partially or fully in Lafarge
capital increase in case the subscribers under the subscription agreement not fully or partially subscribe in Lafarge capital increase. The dividends
were distributed as planned and the subscription was carried out as planned.
The amount due from Lafarge was collected during the year.

82 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

6 DISCONTINUED CEMENT OPERATIONS CONTINUED


RESULTS OF DISCONTINUED CEMENT OPERATIONS
A summary of the results of discontinued operations (cement segment), of comparative gures as follows:
2007
LE million

Revenue
Cost of sales
Gross prot
Other expenses
Results from operating activities before tax
Income tax
Results from operating activities, net of income tax
Minority interest share in net prot of the cement segment for the year 2007

8,450.5
(4,474.1)
3,976.4
(492.6)
3,483.8
(39.5)
3,444.3
(933.3)
2,511.0

PROFIT FROM SALE OF DISCONTINUED CEMENT OPERATIONS


The gain on sale of discontinued cement operations (cement segment) during the year ended 31 December 2007 (comparative year) amounted to
LE 62,274.8 million.
COMMITMENTS AND GUARANTEES
The sale agreement is subject to a number of commitments and guarantees by OCI as detailed in note 31; the maximum liability for these
commitments and guarantees is 1.8 billion. These warranties expire 18 months after the date of completion, except for those related to longer
periods; especially warranties regarding ownership of the shares of the companies subject to sale. In addition, environmental warranties shall expire
on the fourth anniversary of the date of completion, and tax warranties shall expire according to the applicable statute of limitations.

B RESULTS OF DISCONTINUED OPERATION: THE EGYPTIAN CONTAINER HANDLING COMPANY


The Companys Board of Directors initially decided on 1 November 2007 to sell the entire investment in the Egyptian Container Handling Company
(ECHCO) to an international company operating in the eld of port management, subject to approval by local governing bodies. The sale value is
LE 2.0 billion which was made on 18 February 2008 and the sale price collected on 19 February 2008.
The results of discontinued operations during the nancial year ended 31 December 2008, and the net assets of ECHCO operations are as follows:

Revenue
Cost of sales
Gross prot
Other expenses
Net operating prot
Minority interest share in net prot of the year
Shareholders share in net prot of discontinued operations

2008

2007

LE million

LE million

48.0
(17.6)
30.4
(5.1)
(13.9)

333.9
(197.5)
136.4
(59.0)
77.4
(42.6)

11.4

34.8

25.3

ORASCOM CONSTRUCTION INDUSTRIES 83


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

6 DISCONTINUED CEMENT OPERATIONS CONTINUED


CASH FLOWS PROVIDED BY (USED IN) DISCONTINUED OPERATION: ECHO

Net cash ows (used in) provided by operating activities


Net cash ows (used in) investing activities
Net cash ows provided by nancing activities
Net cash ows

2008

2007

LE million

LE million

(248.2)
(41.6)
304.6

74.3
(187.1)
105.4

14.8

(7.4)

DETERMINING THE PROFITS ON SALE OF DISCONTINUED OPERATION: ECHO


The net prots from the sale of the Egyptian Container Handling Company amounting to LE 1.4 billion were determined as follows:
2008
LE million

Total value for sale


The cost of investment and expenses of the sale
Net prot realized from the sale shown in the unconsolidated nancial statements
Less
Retained earnings at the beginning of the year (net assets)
Net income for the period available to shareholders till the date of the sale
Goodwill eliminated balance

2,044.2
(434.3)
1,609.9

Net prot realized from the investment sale in the consolidated nancial statements

1,433.5

(157.0)
(11.4)
(8.0)

7 JOINT VENTURES
A summary of the Groups share in the assets, liabilities, revenues, and expenses in the joint ventures relating to the construction activities according
to percentage of participation are as follows:

Share in net assets


Assets
Liabilities
Company's share in net assets

Share in net operating results


Revenue
Cost
Companys share in net prot

84 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

2008

2007

LE million

LE million

1,971.0
(1,679.5)

1,042.5
(819.9)

291.5

222.6

2008

2007

LE million

LE million

2,608.5
(2,429.5)

2,229.2
(2,076.4)

179.0

152.8

8 ACQUISITION OF EGYPTIAN FERTILIZERS COMPANY


On 21 February 2008, the Company acquired 99.9% of the shares of the Egyptian Fertilizers Company. The goodwill was calculated as the
difference between the cost of acquisition and the book value of net assets acquired as follows:

Notes

Property, plant and equipment


Other intangible assets
Investments
Trade and other receivables
Inventories
Cash at banks and on hand
Trade and other payables
Long-term liabilities
Net identiable assets and liabilities
Prots from sale of the share of a subsidiary in Egyptian Fertilizers Company
Goodwill on acquisition
Total cost of acquisition
Cash acquired at acquisition date
Prots from sale of the share of a subsidiary in Egyptian Fertilizers Company
Net cash outow

(13)
(12)

(13)

Pre-acquisition
carrying amounts

Fair value
adjustments

Recognized values
on acquisition

LE million

LE million

LE million

2,972.6
1,528.9
193.4
437.5
178.7
687.2
(1,596.4)
(2,435.2)

1,404.5
(269.7)

4,377.1
1,528.9
193.4
437.5
178.7
687.2
(1,596.4)
(2,704.9)

1,966.7

1,134.8

3,101.5
944.0
8,247.2
12,292.7
(687.2)
(944.0)
10,661.5

ORASCOM CONSTRUCTION INDUSTRIES 85


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

9 PROPERTY, PLANT AND EQUIPMENT

Land

construction

Machinery
and
equipment

173.0
77.2
93.2
-

741.8
162.4
136.0
-

1,745.1
1,240.4
4,464.7
(2.8)

112.0
32.9
9.3
(1.5)

244.5
152.4
16.4
(0.8)

66.5
10.6
(1.2)

45.8
62.7
6.5
(1.1)

3,128.7
1,738.6
4,726.1
(7.4)

(30.7)
(1.8)

27.1
(75.0)

(52.3)
(259.0)

(2.6)
(10.5)

(13.9)
(24.9)

15.2
(2.9)

(4.6)
(15.0)

(61.8)
(389.1)

310.9

992.3

7,136.1

139.6

373.7

88.2

94.3

9,135.1

8.5
1.0

141.3
111.4

857.4
518.6

54.6
19.7

124.9
54.6

34.6
14.4

23.2
10.8

1,244.5
730.5

16.4

300.2

5.9

7.3

2.6

332.4

(1.3)

(0.9)

(0.2)

(0.9)

(0.4)

(3.7)

(5.1)
(0.4)

(3.1)
(4.0)

(41.3)
(119.6)

(3.1)
(6.0)

(11.3)
(24.8)

1.2
(2.6)

(2.0)
(7.1)

(64.7)
(164.5)

4.0

262.0

1,514.0

70.2

150.5

46.7

27.1

2,074.5

Net book value at 31/12/08

306.9

730.3

5,622.1

69.4

223.2

41.5

67.2

7,060.6

Net book value at 31/12/07

164.5

600.5

887.7

57.4

119.6

31.9

22.6

1,884.2

Buildings
and

Cost
Balance at 01/01/08
Additions
Acquisition through business combination
Disposals through business combination
Effect of movements in exchange rates/
adjustments
Disposals
Balance at 31/12/08
Accumulated depreciation
Balance at 01/01/08
Depreciation for the year
Subsidiaries accumulated depreciation at
acquisition
Subsidiaries accumulated depreciation at
disposal
Effect of movements in exchange rates/
adjustments
Disposals accumulated depreciation
Balance at 31/12/08

Furniture
and ofce
equipment

Vehicles

Information
systems

Tools and
supplies

Total

31/12/2008

31/12/2007

LE million

LE million

Fixed assets
Assets under construction

7,060.6
2,851.7

1,884.2
1,589.2

Total

9,912.3

3,473.4

86 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

9 PROPERTY, PLANT AND EQUIPMENT CONTINUED


Property, plant and equipment include the following assets which have been acquired and accounted for under nance lease transactions:

Cost
31/12/08

Accumulated
depreciation
31/12/08

Net
31/12/08

LE million

LE million

LE million

Machinery and equipment


Vehicles
Buildings

20.7
10.5
44.5

(13.6)
(2.8)
(7.3)

7.1
7.7
37.2

Total

75.7

(23.7)

52.0

Assets under construction includes machinery and equipment under installation amounted to LE 510.9 million belongs to Sorfert Algrie.

10 LEASED ASSETS
OCI and other subsidiaries leased equipment from others. The rental value of the leased assets amounted to LE 147.7 million to be paid over
periods ranging from 36 to 108 months in annual rent up to LE 83.2 million. The sales value of these leased assets at the end of the term of the
contracts amounted to LE 5.2 million.

11 PAYMENTS FOR PURCHASE OF INVESTMENTS


These items which amounted to LE 2,784.8 million at 31 December 2008 represent payments by the Group for establishing new companies or
acquiring companies located in some Arabian and European countries, (2007, LE 554.8 million).

12 INTANGIBLE ASSETS
2008

2007

LE million

LE million

Initial goodwill*
Other

9,907.4
2.6

55.0
9.8

Total

9,910.0

64.8

* The balance amounted to LE 9.9 billion representing the goodwill of the Egyptian Fertilizers Company, included in the long-term assets as
explained in note 8.

ORASCOM CONSTRUCTION INDUSTRIES 87


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

13 INVESTMENT IN ASSOCIATED COMPANIES

Egyptian Fertilizers Company*


United Company for Paints and Chemicals
National Pipe Company
BESIX Group investments
Others

2008

2007

Country

LE million

LE million

50%
40%

Egypt
Egypt
Egypt
Belgium

68.1
28.9
25.0
13.6

894.6
54.0
17.5
42.1
4.9

135.6

1,013.1

Total

* The accounts for this investment have been fully consolidated as a result of acquiring control during the year. The investments, which was 20%
held by a subsidiary company, was sold before acquisition of the company as explained in note 8. Prot on the sale is as follows:

LE million

The value of sale of the investment, through a subsidiary company


Cost of the investment
Prot on sale of investment (note 8)

1,838.6
(894.6)
944.0

14 INVENTORIES
2008

2007

LE million

LE million

Raw materials
Spare parts and fuel
Work in progress
Finished goods
Developed land for sale

1,013.2
234.8
67.4
82.9
63.8

545.0
31.2
91.4
5.1
61.6

Total

1,462.1

734.3

88 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

15 TRADE AND OTHER RECEIVABLES


The impairment in trade and other receivables in the amount of LE 71.4 million is eliminated from trade and other receivables in the consolidated
nancial statements (2007, LE 64.7 million):
2008

2007

LE million

LE million

Receivables: current accounts and notes receivables


Debtors and other debit balances*
Due from afliated companies (note 33)

4,877.9
3,343.8
14.5

3,517.2
1,874.2
18.8

Total

8,236.2

5,410.2

* The debtors and other debit balances as of 31 December 2008 include advance payments and debit balances for suppliers and subcontractors
amounting to LE 607.6 million (2007, LE 375.0 million).

16 CONSTRUCTION CONTRACTS IN PROGRESS


The billing status of construction contracts in progress at 31 December 2008 is as follows:

Costs incurred on incomplete contracts


Estimated earnings
Less: billings to date

Presented in the balance sheet as follows:


Due from clients: current asset
Due to clients: current liability

2008

2007

LE million

LE million

23,304.7
2,143.5
25,448.2
(25,854.1)

13,322.0
919.6
14,241.6
(14,383.0)

(405.9)

(141.4)

1,193.8
(1,599.7)

766.0
(907.4)

(405.9)

(141.4)

In determining the revenue and costs to be recognized each year for work to be carried out on construction contracts, estimates are made to the
nal outcome on each contract. Management continually reviews these estimates and makes adjustments and provisions where necessary.

17 CASH ON HAND AND AT BANKS


2008

2007

LE million

LE million

Cash on hand
Banks: current accounts
Banks: time deposits*

7.3
3,349.6
4,911.8

17.1
3,517.7
382.2

Total

8,268.7

3,917.0

* Banks time deposits include blocked deposits of LE 598.1 million held as collateral against letters of guarantee, letter of credit and short-term
loans of OCI and its subsidiaries (2007, LE 31.3 million).

ORASCOM CONSTRUCTION INDUSTRIES 89


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

18 SHARE CAPITAL
AUTHORIZED CAPITAL
The Companys authorized capital is LE 5.0 billion.
ISSUED AND PAID IN CAPITAL
As at 31 December 2007, the Companys issued and fully-paid capital is LE 1,009,979,185.0 divided into 201,995,837 common shares at a par
value of LE 5.0 each.
On 15 March 2007, at the Extraordinary General Meeting, the Company approved the issue of 12,774,877 ordinary shares at the fair value of
LE 3,933,767,875.0 at LE 307.93 per share (after deducting the cash dividend distribution to the shareholders for the nancial year ended
31 December 2007 amounting to LE 300.0 per share in two installments). The total price of $715.5 million fully allocated to Abraaj Capital
Company shareholders. The Companys shareholders relinquished the priority right to subscribe in the increase of the share capital based on the
approval of the general assembly referred to above. On 23 April 2008, the Capital Market Authority approved this increase. The fair value of
the allocated shares represents the par value of shares increase of LE 63,874,385.0 at LE 5.0 per share, and the balance of LE 3,869,893,490.0
representing the difference between the fair value of the shares and the par value of such shares (premium) of LE 302.93 was included in the
calculation of other reserves in the shareholders equity. On 29 April 2008, this increase was recorded in the commercial register of the Company.
As a result, the Companys issued and paid share capital at 31 December 2008 is LE 1,073,853,570.0 divided into 214,770,714 shares at the par
value per share of LE 5.0 each.
OCIs shares have been listed in the Egyptian Stock Exchange since March 1999. In September 2002, the Company listed part of its shares
(74%) on the London Stock Exchange in the form of Global Depository Receipts (GDRs), each represents two shares. The Bank of New York was
appointed to act as the depository bank.

19 RESERVES
LEGAL RESERVE
According to the Companys articles of incorporation, 5% of annual net income is set aside as a legal reserve. Setting aside this percentage stops
when the total accumulated reserve reaches 50% of the Companys issued capital. If the reserve falls below the dened level (50% of the issued
share capital), then the company is required to resume settling aside 5% of the annual prot until it reaches 50% of the issued share capital. This
reserve is used to increase the Companys issued capital or to cover the Companys losses. The legal reserve amounted to LE 504,989,592.0 at 31
December 2008.
OTHER RESERVES
According to the Companys articles of incorporation, the General Assembly can establish and use other reserves from annual net income upon a
recommendation by the Board of Directors.
A summary of other reserves balances as of 31 December 2008 as follows :
2008

2007

LE million

LE million

Special reserve
Hedge reserve

5,773.1
(94.7)

1,815.4
(40.8)

Total

5,678.4

1,774.6

Special reserve includes the additional paid in capital from issuance of stock amounted to LE 1,815.0 million and LE 3,869.0 million in the years
2006 and 2008 respectively.

90 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

20 RETAINED EARNINGS
The adjustments to retained earnings consist of the effect of the following:
2008

2007

LE million

LE million

Adjustment of the sale of cement segment (note 6)


Other adjustments

456.4
(11.2)

32.2

Total

445.2

32.2

21 TREASURY STOCK
At 31 December 2008, the company owned shares are 8,208,281 shares as follows:
- 7,168,225 shares acquired by the parent company for an amount of LE 1,557.6 million.
- 1,040,056 shares acquired by OCI ESOP Limited (a subsidiary) under employees share-based option.
The net cost of acquisition of shares and GDRs of OCI including share dividends adjusted for the share dividends and split as follows:

Number of shares (including 128,208 GDRs)

Book value (LE millions)


Average cost per share (LE)
Market value (LE millions)
Price per share (LE)
Price per GDR (LE)

2008

2007

LE million

LE million

1,040,056.0

1,129,047.0

110.3
106.09
143.8
140.4
264.0

94.4
83.6
646.0
572.2
1,153.2

ORASCOM CONSTRUCTION INDUSTRIES 91


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

22 LOANS
The Company and its subsidiaries issued bonds and obtained loans and bank facilities from various lending institutions.
As of 31 December 2008, the outstanding balances which included in current and non-current liabilities were as follows:

Company responsible for loan

Lending institution

Interest rate

Orascom Construction Industries

Syndication loan
(Misr Bank others)

1.5% over LIBOR semi-annually for the long portion


monthly or quarterly or semi-annually LIBOR for the
current portion and 0.20% administrative commission
annually for the whole loan

Different banks overdraft and


bank facilities

12.5% on the LE portion and 2.3% over LIBOR annually


for the $ portion

Syndication loan (NSGB others)

1% over LIBOR semi-annually and 0.10% administrative


commission annually

BESIX Group

Different banks overdraft and


bank facilities

Variable

Orascom Construction Industries Algeria

Different banks overdraft

Average 7% variable

Orascom Construction Industries Nigeria

Different banks overdraft

Variable

Sorfert Algrie SPA

Different banks overdraft

Average 5.95% variable

Alico Egypt

Different banks overdraft

Variable

OCI Finance Limited

Various Banks and Citibank


International is to be the creditors'
agent to facilitate the circulation in
the amount of $300.0 million

LIBOR + BPS.8 + (extra cost if any)

National Steel Fabrication

Arab Bank

11.75% xed + 0.75% for the highest monthly debit


balance

Barclays Bank

13% xed (LE) + 2% ($) for the highest monthly debit


balance

Arab African Bank

Egyptian Central Bank interest rate + 2% over LIBOR


monthly + 0.1% for the highest monthly debit balance

Bank of Alexandria

13.5% xed + 0.1% for the highest monthly debit


balance

Orascom Construction Industries Egypt

Different banks overdraft

Variable

OCI Mepco

Commercial facilities

Variable

Total 31/12/08
Total 31/12/07

During the year, the Company repaid $442.0 million (LE 2.4 billion) after acquiring the Egyptian Fertilizers Company, to settle the debt due by that
company in accordance with the purchase agreement, and has taken the necessary steps to release the mortgages on production lines one and two.
92 ORASCOM CONSTRUCTION INDUSTRIES
ANNUAL REPORT 2008

Outstanding amount

Long-term portion

31/12/08

31/12/08

Short-term portion
31/12/08

LE million

LE million

LE million Collateral guarantee given

1,921.0

960.5

1,136.5

5,179.3

5,179.3

660.6

464.3

1.4

17.3

17.3

247.9

247.9

2.6

1,237.2

10.4

10.4 Promissory notes for full amount

41.2

41.2 Promissory notes for full amount

34.6

34.6 Promissory notes for full amount

7.7

7.7 Promissory notes for full amount

24.9

902.1

902.1

11,424.7

7,754.1

3,670.6

11,682.6

1,034.9

10,647.7

960.5 Promissory notes guarantee

1,136.5 Time deposit guarantee amounted to LE 557.7 million


- Promissory notes guarantee
196.3 Commercial lien on the company's assets and shares
1.4 Promissory notes for full amount

2.6 Commercial lien on Alico assets and insurance policy policy on


buildings and equipment .
1,237.2 OCI guarantees and commitments

24.9
- Promissory notes for full amount

ORASCOM CONSTRUCTION INDUSTRIES 93


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

23 PROVISIONS
2008

2007

LE million

LE million

Balance at the beginning of the year


Additions during the year
Increase in the provision result of the acquisition of one of its subsidiaries
Used during the year (including foreign exchange effect)

2,307.1
194.4
44.2
(20.6)

510.2
1,944.5
(147.6)

Balance at end of the year

2,525.1

2,307.1

Presented in the balance sheet as follow:


Short-term provisions
Long-term provisions

633.7
1,891.4

324.8
1,982.3

Balance at end of the year

2,525.1

2,307.1

2008

2007

LE million

LE million

Loans to subsidiaries from minority


Others

157.5
455.9

199.6
386.4

Total

613.4

586.0

24 OTHER LONG-TERM LIABILITIES

25 TRADE AND OTHER PAYABLES


2008

2007

LE million

LE million

Suppliers and subcontractors and notes payable


Clients: advanced payments
Creditors and other credit balances
Dividends payable: employees
Due to afliated companies (note 33)

3,439.3
3,361.3
1,430.1
66.7
20.5

1,934.0
1,248.1
1,435.4
3.6

Total

8,317.9

4,621.1

26 OTHER OPERATING INCOME

Gain (loss) on sale of property, plant and equipment, net


Other income
Other expenses

94 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

2008

2007

LE million

LE million

15.0
109.9
(60.8)

9.1
123.6
(13.3)

64.1

119.4

27 INCOME TAXES
Income tax expense on continuing operations recognized in the consolidated income statement as follows:
2008

2007

LE million

LE million

Current tax expense


Deferred tax (revenue) expense

456.7
119.2

87.5
(5.5)

Total tax expense

575.9

82.0

The statutory and effective tax rates are as follows:

Income from continuing operation for the year before tax


Statutory corporation tax rate
Income tax at statutory corporation tax rate
Effective tax rate

2008

2007

LE million

LE million

4,574.7
20%
914.9

1,391.2
20%
278.2

10.0%

6.3%

28 SHARE-BASED PAYMENTS
OCI has a plan to provide some of its employees with stock options on its shares. According to this plan, OCI ESOP Limited, purchases OCI
shares from the stock market equivalent to the value of options granted to employees. This purchase is nanced by a loan guaranteed by OCI.
The exercise price of the options granted to employees is equal to the fair market value of the shares on the date of grant. When the options
vest, the employee has the right to exercise the options by payment of the full option price. Payment may be by cash, OCI shares owned for at
least six months, delivery of an employee promissory note bearing interest and secured by a pledge of the OCI shares purchased by the note,
or consideration received from OCI ESOP under a cashless exercise program implemented in connection with the plan. Payments received from
employees for options exercised are used by OCI ESOP Limited to repay the outstanding loan due to OCI or to nance the purchase of other
options.
On 27 December 2006, the shareholders approved at an Extraordinary General Meeting to issue shares at nominal value with a ceiling of 1% of
the current issued shares, in order to meet any of the Companys obligations under share-based payments relating to the incentive programs for
employees and managers, subject to the approval of the regulatory authorities.

ORASCOM CONSTRUCTION INDUSTRIES 95


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

28 SHARE-BASED PAYMENTS CONTINUED


Number of
shares subject to
option

Average per
share exercise
price

Average per
share market
price

Shares

LE

LE

Balance at 31/12/02
Options granted 2003
Options exercised 2003

257,731
250,000
(257,731)

20.18
10.46
(20.18)

23.16
11.36
(92.75)

Balance at 31/12/03
Options granted 2004
Options exercised 2004

250,000
617,808
-

10.46
36.50
-

72.51
36.02
-

Balance at 31/12/04
Options granted 2005
Options exercised 2005
Options cancelled 2005

867,808
1,161,708
(49,767)

29.00
80.41
-

72.54
81.58
-

Balance at 31/12/05
Options granted 2006
Options exercised 2006
Options cancelled 2006

1,979,749
625,541
(37,073)

58.43
224.82
-

218.67
221.42
-

Balance at 31/12/06
Options granted 2007
Options exercised June 2007
Options exercised December 2007

2,568,217
687,594
(867,808)
(307,700)

97.51
274.68
(29.0)
(200.43)

275.90
273.60
(286.0)
(545.0)

Balance at 31/12/07
Options granted 2008
Options exercised 2008

2,080,303
628,319
(306,272)

167.88
397.99
(96.09)

572.20
405.26
(311.12)

Balance at 31/12/08

2,402,350

237.22

140.36

Share option activities

The fair value of services received in return for share options granted are measured by reference to the fair value of share options granted.

29 DIVIDENDS
On 15 March 2008 the Company General Assembly decided dividends to be in US Dollars, in accordance with the exchange rate at 23 March
2008 as follows:
- LE 300.0 per share to shareholders until the end of trading 24 March 2008 in two installments for an aggregate amount of LE 60.6 billion.
- LE 5.0 per share to shareholders until the end of trading 15 April 2008 for an aggregate amount of LE 1.1 billion.
The Company General Assembly on 30 August 2008 decided to distribute LE 4,871.0 million to be paid in different dates and amounts, and
delegate the Board of Directors to decide on the time and amount of each of the payments. The Board decided a rst payment on 31 August
2008 of $1.0 per share with an aggregate dividend of LE 1,177.0 million.
Also on 15 March 2009, the Board decided a dividend of $1.0 per share for an aggregate amount of LE 1,164.0 million.
On 30 March 2009, the Board decided to form a statutory reserve of LE 31,937,193.0 and to delegate the Board of Directors to decide on the
timing and payments to shareholders and employees of the remaining retained prots of the year 2008 amounted to LE 2,022,665,898.0 and to
decide on the timing and payments of prots to shareholders on the remaining retained prots of 2007.
96 ORASCOM CONSTRUCTION INDUSTRIES
ANNUAL REPORT 2008

30 EARNINGS PER SHARE


Earnings per share are calculated by dividing the net income available for shareholders as dividends, after deducting the employees share of
prots, by the weighted average number of shares outstanding during the year as follows:
2008

2007

LE million

LE million

5,366.7

66,020.9

(0.4)

(172.9)
(6.0)

5,366.3

65,842.0

(1,444.9)

(64,820.5)

3,921.4

1,021.5

Millions of shares

Millions of shares

202.0
8.6
210.6

202.0
202.0

Less:
Weighted average number of treasury stock during the year
Adjusted weighted average number of shares outstanding during the year (in million share)

(2.8)
207.8

(1.1)
200.9

Earnings per share (LE)

25.82

327.7

Earnings per share from continuing operations (LE)

18.87

5.08

Net income available for distribution


Less:
Employees share of prots
Employees share of subsidiaries prots

Less:
Net prot from discontinued operations

Common shares at 1 January


Weighted average number of shares issued during the year

31 CONTINGENT LIABILITIES
GUARANTEES
Letters of guarantee issued by banks for OCI and its subsidiaries in favor of others as at 31 December 2008 amounted to LE 8.3 billion
(31 December 2007, LE 5.5 billion).
Outstanding letters of credit as at 31 December 2008 (uncovered portion) amounted to LE 219.6 million (31 December 2007, LE 460.2 million).
OCI guarantees loans provided to a subsidiary amounting to $224.9 million. The subsidiary has undertaken not to sell, lease, lend or transfer any
assets except within the Group, and is committed not to merge, divest, or discontinue any of its operations.
OCI guarantee liabilities under construction contracts carried out by a subsidiary company to a maximum of LE 20.0 million ($3.5 million).
GUARANTEES UNDER THE AGREEMENT WITH LAFARGE
The agreement with Lafarge for the sale of the cement business states that the parties ensure that each group company and member of OCIs
Group are to be released from all guarantees and indemnities they have given to another group company or member of OCIs Group as the
case may be. Pending such release OCI indemnies that group company and Lafarge indemnies that member against all liabilities under those
guarantees and indemnities.
Lafarges ability to claim against a warranty in the sale agreement is limited to certain circumstances note 6.

ORASCOM CONSTRUCTION INDUSTRIES 97


ANNUAL REPORT 2008

Financial statements

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


CONTINUED

31 CONTINGENT LIABILITIES CONTINUED


LITIGATION
In the normal course of business, the Group entities and joint ventures are involved in some arbitration or court cases as defenders or claimants.
These litigations are carefully monitored by the entities management and legal counsels, and are regularly assessed with due consideration for
possible insurance coverage and recourse rights on third parties. Provisions are made if required and regularly updated.
The major portion of the business of the Companys US subsidiary involves contracting with departments and agencies of the US Government.
Such contracts are subject to audit and possible adjustment by the respective agencies. The USAID Agency has investigated the nature of the
relationship and performance of a contract with an Egyptian joint venture of which the company has 40% share. The USAID Agency have led a
suit against all partners of the joint venture contending that it is entitled to refund $332.0 million from the partners representing all the contract
funds paid for these projects plus damages and civil penalties. Management has strong substantive reasons to oppose the allegations raised by
the Agency. The Company management also believes that the ultimate resolution of any such claims and counter claims will not have a signicant
impact on reported results of operations, consolidated balance sheet and cash ows.
In September 2006, a court judgment in the amount of 1.2 million (LE 9.2 million) has been pronounced against one of the jointly controlled
companies and its manager relating to a construction project almost 11 years earlier in an African country where the company is currently less
active. An appeal has been made against the judgment, and a provision has been recognized to an extent consistent with the external legal
counsels opinion.
OCI participates with another company in executing a project. Both parties made arbitration to settle matters of dispute with the owner which
embodying the date handing over the project and the delaying penalties that the owner demand amounted LE 61.4 million. Both parties require
indemnies for the unjustied liquidation by the client of letters of guarantee which amounted LE 129.0 million, also the clients refusal to pay price
differences of imported supplies which amounted LE 8.150 million and $2.397 million, in addition to the clients failure to meet the contracted
obligation to pay 50% of completed work value in US Dollars which amounted LE 3.4 per Dollar.
Both parties and the legal department of OCI believe that the parties have enough documents and justication to support their positions and
reserve their rights and, therefore, collecting the total amount due from the client amounted to LE 213.9 million at 31 December 2008 with no
obligation to pay any delay penalties. Based on that, the company does not form any provisions in its nancial statements to meet neither the
amount due from the client nor the delay penalties, which demanded by the client waiting for the nal result for arbitration.

32 COMMITMENTS
At 31 December 2008, capital commitments of the Group for purchasing xed assets amounted to approximately LE 4.8 billion and for
investments in securities LE 1.2 million.

33 RELATED PARTIES TRANSACTIONS


The intra-Group transactions, balances and unrealized prots or losses have been eliminated. Balances as at 31 December 2008 for nonconsolidated companies and joint ventures are reported in the consolidated balance sheet as due from afliated companies and due to afliated
companies, and included in trade and other receivables (note 15) and trade and other payables (note 25).

98 ORASCOM CONSTRUCTION INDUSTRIES


ANNUAL REPORT 2008

34 FINANCIAL INSTRUMENTS RISKS


CREDIT RISK
As at 31 December 2008, the total nancial assets of the Group, which are the maximum limit for the credit risk, amounted to LE 12.6 billion.
CURRENCY RISK
As at 31 December 2008, the total transactions in foreign currencies, which were the maximum limit for the currency risk, amounted to Yen 2.3
billion.
A company of the Group has concluded several agreements for forward contracts were entered into to swap in the reporting date as follows:
Paid

Received

Value

Currency

Value

Currency

Average
conversion rate per
contract

3,320,million

Yen

34,2 million

US Dollar

96.93

Fair value at
31/12/08

90.91

INTEREST RATE RISK


Total nancial commitments at variable rates are LE 12.0 billion.
A company of the Group has concluded several agreements for interest swap contracts in the amounts of $125.9 million and $225.7 million for
a commercial facility and an Ex-IM Bank facility, respectively. The xed interest rates were 5.8975% to 5.9525% for the commercial portion of the
Ex-IM Bank loans and the oating rates, based on LIBOR, on both facilities.
LIQUIDITY RISK
The total contractual liabilities of the Group, which were the maximum limit for the liquidity risk, amounted to LE 23.3 billion.

ORASCOM CONSTRUCTION INDUSTRIES 99


ANNUAL REPORT 2008

Financial statements

SELECTED FINANCIAL DATA


YEARS ENDED 31 DECEMBER

SUPPLEMENTARY FINANCIAL INFORMATION IN EGYPTIAN POUNDS


The selected consolidated nancial data for the ve years ended 31 December 2008 has been extracted without material adjustment from the consolidated
nancial statements of the Company. The selected data should be read in conjunction with the consolidated nancial statements and the notes thereto
reported upon by KPMG Hazem Hassan, the Companys auditor.
31/12/04

31/12/05

31/12/06

31/12/07

31/12/08

LE 000

LE 000

LE 000

LE 000

LE 000

Construction revenue
Fertilizer revenue
Cement revenue
Concessions / materials revenue
Elimination of intra-group revenue

6,413,365
2,254,847
597,790
(710,208)

9,070,808
3,295,247
(999,461)

13,147,511
4,948,099
(1,620,411)

13,481,740
-

16,600,680
3,511,199
651,744
(511,069)

Total revenue

8,555,794

11,366,594

16,475,199

13,481,740

20,252,554

Cost of services and goods sold


Construction cost
Fertilizer cost

5,391,593
-

7,836,426
-

10,836,670
-

(11,172,459)
-

(14,143,009)
(807,397)

Cement cost
Concessions / materials cost
Elimination of intra-group cost

1,106,026
429,644
(726,331)

1,585,456
(1,020,566)

2,288,961
(1,616,518)

(513,080)
511,069

Total cost of services and goods sold

6,200,932

8,401,316

11,509,113

(11,172,459)

(14,952,417)

522,681

719,723

1,149,458

(849,056)

(1,293,923)

1,832,181

2,245,555

3,816,628

1,460,225

4,006,214

Other income and expenses


Interest income
Foreign exchange gain (loss)
Income from investments
Gain (loss) on sale of investments
Net change in market value of investments
Other income
Interest expense
Gain (loss) on sale of equipment
Negative goodwill amortization
Prot on intra-Group construction

14,889
(1,482)
(117)
19,721
28,139
(329,583)
507
76,755
(59,720)

61,983
(73,089)
(5,414)
27,678
100,082
20,366
(392,285)
35,279
312,968
(29,283)

106,356
210,085
13,762
51,846
21,050
72,991
(567,080)
5,475
(181,126)

323,242
44,920
129,041
116,004
(604,885)
-

676,936
493,951
1,803
64,117
(668,431)
-

Net other income (expense)

(250,891)

58,285

(266,641)

8,322

568,377

Income before taxes

1,581,290

2,303,840

3,549,987

1,468,547

4,574,591

(77,212)
(402,790)

(114,443)
(489,167)

(136,378)
(742,891)

(82,036)
2,511,048
62,274,782
(151,367)

(575,841)
11,382
1,433,457
(76,894)

1,101,288

1,700,230

2,670,718

66,020,974

5,366,696

5.63
0.85

8.65
1.89

12.93
5.50

327.70
305.00

25.8
310.5

Income Statement Data

Selling, general and admin expenses


Income from operations

Provision for income taxes


Results from discontinued operations
Gain on sale of cement group
Minority interest
Net income
Per share information
Earnings per share 1
Cash dividend per share 2
100 ORASCOM CONSTRUCTION INDUSTRIES
ANNUAL REPORT 2008

Balance Sheet Data

Cash and cash equivalents


Accounts receivable customers (net)
Total current assets
Property, plant and equipment (net)
Assets under construction
Total assets
Short-term debt
Accounts payable
Total current liabilities
Total long-term liabilities
Minority interest
Total shareholders equity
Total shareholders equity and liabilities
Other Data
Return on sales 3
Return on equity 4
Current ratio 5
Net debt to equity ratio 6

31/12/04

31/12/05

31/12/06

31/12/07

31/12/08

LE 000

LE 000

LE 000

LE 000

LE 000

1,576,363
1,653,045
5,666,664
5,518,146
1,177,638

2,168,316
1,678,902
8,182,779
6,672,420
2,134,916

2,738,067
3,196,684
11,008,340
9,104,053
6,441,241

3,917,025
765,992
89,739,810
1,883,788
1,589,625

8,268,710
8,236,229
19,858,932
7,060,618
2,851,668

12,531,126

17,610,360

28,616,330

94,951,996

43,025,494

982,983
3,132,092
4,430,462
3,569,400
1,486,917
3,044,347

1,343,855
3,353,496
5,245,180
6,135,671
1,965,285
4,264,224

2,987,693
5,868,789
9,865,069
7,591,153
2,488,380
8,671,728

10,647,706
907,399
17,349,754
3,706,422
1,048,773
72,847,047

3,670,552
8,317,906
14,678,641
10,765,669
226,736
17,354,448

11,044,209

15,645,075

26,127,950

94,951,996

43,025,494

12.87%
42.34%
1.28
0.66

14.96%
46.53%
1.56
0.85

16.21%
41.29%
1.12
0.70

10.28%
90.84%
5.17
0.11

19.7%
33.0%
1.35
0.2

1 Net income available for shareholder dividends, after deducting the employees prot share, divided by the
weighted average number of shares outstanding during the period.
2 Total cash dividend paid for each year divided by current number of shares of 190,575,000.
3 Net income as a percentage of sales.
4 Net income as a percentage of average total shareholders equity.
5 Current assets to current liabilities.
6 Net debt to internal nance (shareholders equity plus minority interests).

ORASCOM CONSTRUCTION INDUSTRIES 101


ANNUAL REPORT 2008

Financial statements

SELECTED FINANCIAL DATA CONTINUED


YEARS ENDED 31 DECEMBER

SUPPLEMENTARY FINANCIAL INFORMATION IN US DOLLARS


The selected consolidated nancial data for the ve years ended 31 December 2008 has been extracted without material adjustment from the consolidated
nancial statements of the Company. The selected data should be read in conjunction with the consolidated nancial statements and the notes thereto
reported upon by KPMG Hazem Hassan, the Companys auditor.
31/12/04

31/12/05

31/12/06

31/12/07

31/12/08

$ 000

$ 000

$ 000

$ 000

$ 000

Construction revenue
Fertilizer revenue
Cement revenue
Concessions / materials revenue
Elimination of intra-group revenue

1,058,311
372,087
98,645
(117,196)

1,558,558
566,194
(171,729)

2,286,524
860,539
(281,811)

2,381,596
-

3,046,835
644,434
119,619
(93,800)

Total revenue

1,411,847

1,953,023

2,865,252

2,381,596

3,717,088

889,702
182,513
70,898
(119,857)

1,346,465
272,415
(175,355)

1,884,638
398,080
(281,134)

(1,973,654)
-

(2,595,762)
(148,187)
(94,169)
93,800

1,023,256

1,443,525

2,001,585

(1,973,654)

(2,744,318)

86,251

123,664

199,906

(149,989)

(237,482)

Income from operations

302,340

385,834

663,761

257,953

735,288

Other income and expenses


Interest income
Foreign exchange gain (loss)
Income from investments
Gain (loss) on sale of investments
Net change in market value of investments
Other income
Interest expense
Gain (loss) on sale of equipment
Negative goodwill amortization
Prot on intra-Group construction

2,457
(245)
(19)
3,254
4,677
(54,387)
84
12,666
(9,855)

10,650
(12,558)
(930)
4,756
17,196
3,499
(67,403)
6,062
53,775
(5,031)

18,497
36,537
2,393
9,017
3,661
12,694
(98,623)
952
(31,500)

57,102
7,935
22,796
20,492
(106,855)
-

124,243
90,658
331
11,768
(122,682)
-

Net other income (expense)

(41,401)

10,015

(46,372)

1,470

104,318

Income before taxes

260,939

395,849

617,389

259,424

839,606

Provision for income taxes


Results from discontinued operations
Gain on sale of cement group
Minority interest

(12,741)
(66,467)

(19,664)
(84,049)

(23,718)
(129,198)

(14,492)
443,585
11,001,057
(26,739)

(105,688)
2,089
263,092
(14,113)

Net income

181,731

292,136

464,473

11,662,835

984,986

0.93
0.14

1.49
0.32

2.25
0.96

57.89
55.85

4.70
57.00

Income Statement Data

Cost of services and goods sold


Construction cost
Fertilizer revenue
Cement cost
Concessions / materials cost
Elimination of intra-group cost
Total cost of services and goods sold
Selling, general and admin expenses

Per share information


Earnings per share 1
Cash dividend per share 2
102 ORASCOM CONSTRUCTION INDUSTRIES
ANNUAL REPORT 2008

Balance Sheet Data

Cash and cash equivalents


Accounts receivable customers (net)
Total current assets
Property, plant and equipment (net)
Assets under construction
Total assets
Short-term debt
Accounts payable
Total current liabilities
Total long-term liabilities
Minority interest
Total shareholders equity
Total shareholders equity and liabilities
Other Data
Return on sales 3
Return on equity 4
Current ratio 5
Net debt to equity ratio 6
Foreign exchange rate (LE = USD 1)
Foreign exchange rate (LE = USD 1) PL

31/12/04

31/12/05

31/12/06

31/12/07

31/12/08

$ 000

$ 000

$ 000

US$ 000

US$ 000

260,126
272,780
935,093
910,585
194,330

376,444
291,476
1,420,621
1,158,406
370,645

478,683
558,861
1,924,535
1,591,618
1,126,091

706,534
138,166
16,186,834
339,789
286,729

1,503,456
1,497,551
3,610,846
1,283,795
518,504

2,067,843

3,057,354

5,002,855

17,126,983

7,823,102

162,208
516,847
731,099
589,010
245,366
502,367

233,308
582,204
910,622
1,065,221
341,195
740,317

522,324
1,026,012
1,724,663
1,327,125
435,031
1,516,036

1,920,582
163,672
3,129,465
668,547
189,173
13,139,799

667,397
1,512,402
2,668,941
1,957,466
41,226
3,155,469

1,822,477

2,716,159

4,567,824

17,126,983

7,823,102

12.87%
42.68%
1.28
0.66
6.06
-

14.96%
47.02%
1.56
0.85
5.76
5.82

16.21%
41.17%
1.12
0.70
5.72
5.75

10.28%
90.84%
5.17
0.11
5.5440
5.6608

19.7%
33.0%
1.35
0.2
0.1818
0.1835

1 Net income available for shareholder dividends, after deducting the employees prot share, divided by the
weighted average number of shares outstanding during the period.
2 Total cash dividend paid for each year divided by current number of shares of 190,575,000.
3 Net income as a percentage of sales.
4 Net income as a percentage of average total shareholders equity.
5 Current assets to current liabilities.
6 Net debt to internal nance (shareholders equity plus minority interests).

ORASCOM CONSTRUCTION INDUSTRIES 103


ANNUAL REPORT 2008

Additional information

MANAGEMENT AND CORPORATE INFORMATION

BOARD OF DIRECTORS

CORPORATE OFFICERS

CONSTRUCTION GROUP

ONSI SAWIRIS
Chairman

NASSEF SAWIRIS
Chief Executive Ofcer

OSAMA BISHAI
Managing Director
Orascom Construction

NASSEF SAWIRIS
Director

SALMAN BUTT
Chief Financial Ofcer

SALMAN BUTT
Director

NICOLAS ESTAY
Executive Vice President Europe

OSAMA BISHAI
Director

KEVIN STRUVE
Strategic Planning Director

KARIM CAMEL-TOUEG
Director

DALIA KHORSHID
Corporate Treasurer

JRME GUIRAUD
Director

FADY KIAMA
Corporate Controller

SAMI HADDAD
Independent Director

HASSAN BADRAWI
Project Development Director

ALADDIN SABA*
Independent Director

SHERIF TANTAWY
Project Development Director

ARIF NAQVI*
Independent Director

HUSSEIN MAREI
General Counsel

HASSAN ABDALLA*
Independent Director

HESHAM ABDEL SAMIE


Investment Research Director

* Members of the Audit Committee.

HEBA ISKANDER
Corporate Development Director

JOHAN BEERLANDT
Chief Executive Ofcer
BESIX Group
KARIM CAMEL-TOUEG
President
Contrack Group
PHILIP MEGALLY
President
Cementech
JOHN BARACAT
Managing Director, Subsidiaries
(NSF, NPC, Alico, UPC, SCIB, SIDC)

FERTILIZER GROUP
HOSSAM KHATTAB
Managing Director
Egyptian Fertilizers Company
AMR HASSABALLAH
Managing Director
Egypt Basic Industries Corporation

ADEL BISHAI
Corporate Governance Director

INVESTOR RELATIONS

SHAREHOLDER INFORMATION

OMAR DARWAZAH
Investor Relations Manager
omar.darwazah@orascomci.com

CORPORATE OFFICE
Nile City Towers
2005A Corniche El Nil
Cairo, Egypt 11221

ERIKA WAKID
Investor Relations Ofcer
erika.wakid@orascomci.com

Tel: +20 22 461 1111


Fax: +20 22 461 9400

Telephone:

WWW.ORASCOMCI.COM

Fax:
104 ORASCOM CONSTRUCTION INDUSTRIES
ANNUAL REPORT 2008

00 202 2461 1036


00 202 2461 0727
00 202 2461 0914
00 202 2461 9409

Full Listing: The Egyptian Exchange


Reuters / Bloomberg: OCIC.CA / ORCI EY
GDRs Listed: London Stock Exchange
Reuters / Bloomberg: OCICq.L / ORSD LI

BUSINESS SEGMENTS & ACTIVITIES

CONSTRUCTION GROUP

FERTILIZER GROUP

ORASCOM CONSTRUCTION (100%)


Regional engineering, procurement and construction services

EGYPTIAN FERTILIZERS COMPANY (100%)


Granular urea manufacturer, Egypt

BESIX GROUP (50%)


Global engineering, procurement and construction services

EGYPT BASIC INDUSTRIES CORPORATION (60%)


Ammonia manufacturer, Egypt

CONTRACK INTERNATIONAL (100%)


Regional engineering, procurement and construction services

SORFERT ALGRIE (51%)


Ammonia and granular urea manufacturer, Algeria

ARABIAN SEA FOUNDATION (50%)


Joint venture with Hydra Commercial Investments, Sorouh Real Estate
and Capital Investment specializing in geotechnical engineering and
foundation works in Abu Dhabi

NOTORE CHEMICAL INDUSTRIES (20%)


Granular urea manufacturer, Nigeria
GAVILON HOLDING (20%)
Grain and fertilizer trading, USA

CEMENTECH (100%)
Specialized engineering, procurement and construction services on
cement plants
ORASCOM ROAD CONSTRUCTION (90%)
Asphalt and concrete paving

CONSTRUCTION MATERIALS
NATIONAL STEEL FABRICATION (100%)
Steel cutting, bending, welding, and painting services
ALICO EGYPT (50%)
Building facade, curtain walling, and window systems
UNITED PAINTS & CHEMICALS (50%)
Cement based, ready mix mortars with investments in:
- Egyptian Gypsum Company (50%)
- BASF (50%)
- A-Build Egypt (50.1%)
NATIONAL PIPE COMPANY (40%)
Concrete pipe manufacturer
SCIB CHEMICAL (15%)
Paints and building chemicals manufacturer

PROPERTY MANAGEMENT
SUEZ INDUSTRIAL DEVELOPMENT COMPANY (60.5%)
Industrial park developer and operator
CONTRACK FM (100%)
Facilities management company

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ORASCOM CONSTRUCTION INDUSTRIES


NILE CITY TOWERS
2005A CORNICHE EL NIL
CAIRO, EGYPT 11221
TEL: +20 22 461 1111
FAX: +20 22 461 9400
WWW.ORASCOMCI.COM