Paradocs Bis S.a.r.l

MENTION

Paradocs Bis S.a r.l. Societe a responsabilite limitee Siege social: 5, rue Guillaume Kroll, L-1882 Luxembourg R.C.S. Luxembourg: B 165 316 Capital social: EUR 13.263.703

Code donneur d'ordre : 1031

Les comptes annuels pour la periode du 5 decembre 2011 (date de constitution) au 31 decembre 2012 ont ete deposes au Registre de Commerce et des Societes de Luxembourg.

Pour mention aux fins de publication au Memorial, Recueil des Societes et Associations.

Luxembourg, le 12 aout 2013

B165316 - L130142944déposé le 14/08/2013

RCSL Nr. : Matricule :B165316 2011 2447 955

BALANCE SHEET

Financial year from to (in )05/1201 /2011 31/12/201202 EUR03

Paradocs Bis S.à r.l.

5, rue Guillaume Kroll L-1882 Luxembourg

ASSETS

Financial year Previous financial year

A. Subscribed capital unpaid 101 102

I. Subscribed capital not called 103 104

II. Subscribed capital called but not paid 105 106

B. Formation expenses 107 108

C. Fixed assets 13.263.703,00109 0,00110

I. Intangible assets 111 112

1. Costs of research and development 113 114

2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 115 116

a) acquired for valuable consideration and need not be shown under C.I.3 117 118

b) created by the undertaking itself 119 120

3. Goodwill, to the extent that it was acquired for valuable consideration 121 122

4. Payments on account and intangible fixed assets under development 123 124

II. Tangible assets 125 126

1. Land and buildings 127 128

2. Plant and machinery 129 130

3. Other fixtures and fittings, tools and equipment 131 132

4. Payments on account and tangible assets in course of construction 133 134

III. Financial assets 13.263.703,00135 0,00136

1. Shares in affiliated undertakings 13.263.703,00137 0,00138

2. Loans to affiliated undertakings 139 140

3. Shares in undertakings with which the company is linked by virtue of participating interests 141 142

4. Loans to undertakings with which the company is linked by virtue of participating interests 143 144

5. Investments held as fixed assets 145 146

6. Loans and claims held as fixed assets 147 148

7. Own shares or own corporate units 149 150

B165316 - L130142944enregistré et déposé le 14/08/2013



D. Current assets 1.181,25151 0,00152

I. Stocks 153 154

1. Raw materials and consumables 155 156

2. Work and contracts in progress 157 158

3. Finished goods and goods for resale 159 160

4. Payments on account 161 162

II. Debtors 1.181,25163 0,00164

1. Trade debtors 165 166

a) becoming due and payable after less than one year 167 168

b) becoming due and payable after more than one year 169 170

2. Amounts owed by affiliated undertakings 171 172



3. Amounts owed by undertakings with which the company is linked by virtue of participating interests 177 178



4. Other debtors 1.181,25183 0,00184

a) becoming due and payable after less than one year 1.181,25185 0,00186


III. Investments 189 190

1. Shares in affiliated undertakings and in undertakings with which the company is linked by virtue of participating interests 191 192

2. Own shares or own corporate units 193 194

3. Other investments 195 196

IV. Cash at bank and in hand 197 198

E. Prepayments 199 200

TOTAL (ASSETS) 13.264.884,25201 0,00202


LIABILITIES


A. Capital and reserves 13.254.421,94301 0,00302

I. Subscribed capital 13.263.703,00303 0,00304

II. Share premium and similar premiums 305 306

III. Revaluation reserves 307 308

IV. Reserves 309 310

1. Legal reserve 311 312

2. Reserve for own shares 313 314

3. Reserves provided for by the articles of association 315 316

4. Other reserves 317 318

V. Profit or loss brought forward 319 320

VI. Result for the financial year -9.281,06321 0,00322

VII. Interim dividends 323 324

VIII. Investment subsidies 325 326

IX. Immunised appreciation 327 328

B. Subordinated creditors 329 330

C. Provisions 3.175,00331 0,00332

1. Provisions for pensions and similar obligations 333 334

2. Provisions for taxation 3.175,00335 0,00336

3. Other provisions 337 338

D. Non subordinated debts 7.287,31339 0,00340

1. Debenture loans 341 342

a) Convertible loans 343 344

i) becoming due and payable after less than one year 345 346

ii) becoming due and payable after more than one year 347 348

b) Non convertible loans 349 350

i) becoming due and payable after less than one year 351 352

ii) becoming due and payable after more than one year 353 354

2. Amounts owed to credit institutions 355 356



3. Payments received on account of orders in so far as they are not shown separately as deductions from stocks 361 362



4. Trade creditors 367 368





5. Bills of exchange payable 373 374



6. Amounts owed to affiliated undertakings 7.287,31379 0,00380

a) becoming due and payable after less than one year 7.287,31381 0,00382


7. Amounts owed to undertakings with which the company is linked by virtue of participating interests 385 386



8. Tax and social security 391 392

a) Tax 393 394

b) Social security 395 396

9. Other creditors 397 398



E. Deferred income 403 404

TOTAL (LIABILITIES) 13.264.884,25405 0,00406


PROFIT AND LOSS ACCOUNT

Financial year from to (in )05/1201 /2011 31/12/201202 EUR03

Paradocs Bis S.à r.l.

5, rue Guillaume Kroll L-1882 Luxembourg

A. CHARGES


1. Raw materials and consumables 601 602

2. Other external charges 5.813,27603 0,00604

3. Staff costs 605 606

a) Wages and salaries 607 608

b) Social security costs 609 610

c) Social security costs relating to pensions 611 612

d) Other social security costs 613 614

4. Value adjustments 615 616

a) on formation expenses and on tangible and intangible fixed assets 617 618

b) on elements of current assets 619 620

5. Other operating charges 621 622

6. Value adjustments and fair value adjustments on financial fixed assets 623 624

7. Value adjustments and fair value adjustments on financial current assets. Loss on disposal of transferable securities 625 626

8. Interest payable and similar charges 292,79627 0,00628

a) concerning affiliated undertakings 292,79629 0,00630

b) other interest payable and similar charges 631 632

9. Extraordinary charges 633 634

10. Tax on profit or loss 3.150,00635 0,00636

11. Other taxes not included in the previous caption 25,00637 0,00638

12. Profit for the financial year 0,00639 0,00640

TOTAL CHARGES 9.281,06641 0,00642


B. INCOME


1. Net turnover 701 702

2. Change in inventories of finished goods and of work and contracts in progress 703 704

3. Fixed assets under development 705 706

4. Reversal of value adjustments 707 708

a) on formation expenses and on tangible and intangible fixed assets 709 710

b) on elements of current assets 711 712

5. Other operating income 713 714

6. Income from financial fixed assets 715 716

a) derived from affiliated undertakings 717 718

b) other income from participating interests 719 720

7. Income from financial current assets 721 722


b) other income 725 726

8. Other interests and other financial income 727 728


b) other interest receivable and similar income 731 732

9. Extraordinary income 733 734

10. Loss for the financial year 9.281,06735 0,00736

TOTAL INCOME 9.281,06737 0,00738

Paradocs Bis S.a r.I.

Societe a responsabilite limitee Siege social: 5, rue Guillaume Kroll, L-1882 Luxembourg R.C.S. Luxembourg: B 165 316 Capital social: EUR 13.263.703

Conseil de gerance

- Rene Beltjens, gerant, avec adresse professionnelle au 5, rue Guillaume Kroll , L-1882 Luxembourg

- Dominique Robyns, gerant, avec adresse professionnelle au 5, rue Guillaume Kroll , L-1882 Luxembourg

Affectation du resultat

Par resolutions prises en date du 8 aout 2013, l'associe unique a decide de reporter la perte pour la periode du 5 decembre 2011 (date de constitution) au 31 decembre 2012

Paradocs Bis S.a r.l.

Notes to the annual accounts as at December 31,2012

Note 1 - General information

Paradocs Bis S.a r.l. (hereafter the "Company") was incorporated on December 5, 2011 and is organised under the laws of Luxembourg as a "Societe a responsabilite limitee" for an unlimited period.

The registered office of the Company is established at 5, rue Guillaume Kroll, L-1882 Luxembourg.

The Company's financial year starts on the first of January and ends on the thirty-first of December of each year. Exceptionally, the first Company's financial year begins on December 5, 2011 (date of incorporation) and closes on December 31,2012.

The main activity ofthe Company is to take participations and interests, in any form whatsoever, in any commercial, industrial, financial or other, Luxembourg or foreign enterprises; to acquire any securities and rights through participation, contribution, underwriting firm purchase or option, negotiation or in any other way and namely to acquire patents and licences, and other property, rights and interest in property as the Company shall deem fit, and generally to hold, manage, develop, sell or dispose ofthe same, in whole or in part, for such consideration as the Company may flunk fit, and in particular for shares or securities of any company purchasing the same; to enter into, assist or participate in financial, commercial and other transactions, and to grant to any holding company, subsidiary, or fellow subsidiary, or any other company associated in any way with the Company, or the said holding company, subsidiary or fellow subsidiary, in which the Company has a direct or indirect financial interest, any assistance, loans, advances or guarantees; to borrow and raise money in any manner and to secure the repayment of any money borrowed; finally to perform any operation which is directly or indirectly related to its purpose. The Company can perform all commercial, technical and financial operations, connected directly or indirectly in all areas as described above in order to faciUtate the accomplishment of its purpose.

Based on the criteria defined in the Luxembourg law, the Company is exempt from the requirement to prepare consolidated accounts and a consolidated management report for the financial period from December 5, 2011 (date of incorporation) to December 31, 2012.

As a consequence, in accordance with legal provisions, these annual accounts were presented on a non-consolidated basis for the approval of the annual general meeting ofthe shareholders.

Note 2 - Summary of significant accounting policies

2.1 Basis of preparation

The annual accounts are prepared in conformity with Luxembourg legal and regulatory requirements and according to generally accepted accounting principles applicable in Luxembourg. The accounting policies and valuation principles are, apart from those prescribed by the law of December 19,2002, as amended, determined and implemented by the Board of Managers.

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Notes to the annual accounts as at December 31,2012 (cont.)

Note 2 - Summary of significant accounting policies (cont.)

2.2 Significant rules and valuation methods

The significant rules and valuation methods ofthe Company can be summarised as follows:

2.2.1 Formation expenses

Formation expenses are expensed during the period in which they are incurred.

2.2.2 Financial fixed assets

Shares in affiliated undertakings and securities held as fixed assets are reflected at their historical acquisition cost including incidental acquisition costs.

Other loans are valued at their nominal value.

If the Board of Managers determines that a permanent diminution in value has occurred in respect of a financial fixed asset, a value adjustment is made in order to reflect that loss. Value adjustments are not maintained if the reasons for which they were made have ceased to apply.

2.2.3 Debtors

Debtors are valued at their nominal value. A value adjustment is made when their recovery is partly or completely in doubt. These value adjustments are not maintained if the reasons for which they were made have ceased to apply.

2.2.4 Foreign currency translation

The Company maintains its books and records in Euro.

A l l transactions expressed in currency other than Euro are translated into Euro at the exchange rate prevailing on the first day ofthe month ofthe transaction.

The fixed assets expressed in another currency than Euro are translated in Euro at the exchange rate prevailing at the date of their acquisition. At the balance sheet date, these fixed assets are mamtained at their historical exchange rate.

Cash is translated at the exchange rate prevailing at the balance sheet date. Exchange gains and losses resulting from this conversion are accounted for in the profit and loss account for the period.

Other assets and liabilities are translated separately respectively at the lower (assets) or at the higher (liabilities) of the value converted at the historical exchange rate or the value deterrnined on the basis ofthe exchange rates effective at the balance sheet date. Only unrealised exchange losses are recorded in the profit and loss account. Realised exchange gains and losses are recorded in the profit and loss account the moment they are realised.

Paradocs Bis S.a r.L

Notes to the annual accounts as at December 31,2012 (cont.)

Note 2 - Summary of significant accounting policies (cont. and end)

2.2 Significant rules and valuation methods (cont. and end)

2.2.5 Provisions

Provisions are intended to cover losses or debts the nature of which is clearly defined and which, at the balance sheet date, are either likely to be incurred or certain to be incurred but uncertain as to their amount or the date on which they will arise.

Provisions may also be created to cover charges which originate in the financial year under review or in a previous financial year, the nature of which is clearly defined and which at the date ofthe balance sheet are either likely to be incurred or certain to be incurred but uncertain as to their amount or the date on which they will arise.

2.2.6 Provisions for taxation

The caption "Provisions for taxation" corresponds to the tax liability estimated by the Company for the financial years for which the Company has not been assessed or the tax return has not been filed yet. Paid tax advances are shown under the caption "Other debtors".

2.2.7 Debts

Debts are recorded at their nominal value.

Note 3 - Financial fixed assets

Shares in affiliated undertakings

The movements for the period were as follows:

Gross book value

EUR

Value adjustement

EUR

Net book value

EUR

Gross book value - opening balance - - -

Additions for the period 13,263,703 - 13,263,703

Disposals for the period - - -

Gross book value - closing balance 13.263.703 -

On December 5, 2011, the Company acquired 13,263,703 shares (41%) in Alter Domus Participations S.a r.l. by way of a contribution in kind valued at EUR 13,263,703 within the context ofthe incorporation ofthe Company and of the increase in its share capital.


Notes to the annual accounts as at December 31, 2012 (cont.)

Note 4 - Debtors

This item is composed of tax advances for a total amount of EUR 1,181.

Note 5 - Subscribed capital

As at December 5, 2011 (date of incorporation), the subscribed capital of the Company amounts to EUR 13,263,703 and is represented by 13,263,703 shares, each having a nominal value of EUR 1 fully paid up through a contribution in kind consisting in shares of Alter Domus Participations S.a r.l. (See Note 3).

As at December 31, 2012, the subscribed capital of the Company amounts to EUR 13,263,703 and is represented by 13,263,703 shares, each having a nominal value of EUR 1 fully paid.

Note 6 - Legal reserve

In accordance with Luxembourg company law, the Company is required to transfer a minimum of 5% of its net profit for each financial year to a legal reserve. This requirement ceases to be necessary once the balance on the legal reserve reaches 10% of the issued share capital. The legal reserve is not available for distribution to the shareholders.

Note 7 - Provisions

This item is composed of tax accruals for a total amount of EUR 3,175.

Note 8 - Non-subordinated debts

Amounts owed to affiliated undertakings

The maturity ofthe amounts owed to affiliated undertakings can be detailed as follows:

Nature

Due within one

year E U R

Due between one to five years

E U R

Due in more than five

years E U R

Total 31.12.2012

E U R

Current accounts/debts from purchases of services and cash advances

6,994 - - 6,994

Accrued interest on current accounts/debts from purchases of services and cash advances

293 - - 293

TOTAL 7.287 - - 7,287

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Paradocs Bis S.a r.I.

Notes to the annual accounts as at December 31,2012 (cont. and end)

Note 8 - Non-subordinated debts (cont. and end)

Amounts payable to affiliated undertakings (cont. and end)

The short term current account owed by the Company to an affiliated undertaldng amounts to EUR 6,994 and bears interest at a rate as defined under the terms and conditions of the Alter Domus Transfer Pricing Policy.

Note 9-Staff

The Company had no employee during this financial period.

Note 10 - Tax status

The Company is subject in Luxembourg to the applicable general tax regulations.

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Paradocs Bis S.a.r.l

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Transcript of Paradocs Bis S.a.r.l