contentsmr albert vanescote honorary director comte bruno dadvisard ( ) (passed away on 17 february...

A N N U A L R E P O R T

C O M PA G N I E I M M O B I L I È R E D E B E L G I Q U E

2003

Key Events 3

Message from the Chairman and the Managing Director 4

Board of Directors, Management, Control 6

Corporate Governance 8

Key figures 12

Directors’ Report 16

Real Estate Market Trends 20

Property Development 23

Offices & Enterprise Real Estate 25

Residential Development 37

Land Development 43

Project Management 47

Miscellanea 51

Consolidated accounts 57

Statutory Auditor’s Report 80

Company accounts 81

Statutory Auditor’s Report 109

General information 110

C O N T E N T S

Cash flow

Net result (Group’s share)

CASH FLOW / NET RESULT (MEUR)

NET WORTH / STOCK EXCHANGE CAPITALISATION (MEUR)

The net financial debt comprises the financial debts payable after one year, plus or minus the net short-term cash posi-tion.

The return on equity is calculated on the basis of the average equity at the begin and end of the financial year.

Estimated net worth

Stock exchange capitalisation

COMPARISON OF IMMOBEL RETURN WITH BELGIAN STOCK EXCHANGE RETURN

NET FINANCIAL DEBT / EQUITY RATIO (%) RETURN ON EQUITY (%)

over 10 years

over 5 years

Belgian All Shares Return - Index

Immobel

Consolidated accounts (MEUR) 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003

Operating income 191.2 168.9 138.4 208.6 246.1 219.2 240.8 195.6 138.0 103.3

Cash flow 29.9 22.1 9.4 22.8 33.3 27.8 32.7 32.1 8.3 10.1

Net profit, Group’s share 12.8 -9.1 2.1 7.5 19.6 17.4 18.2 17.0 -10.8 3.7

Owners’ equity after appropriation

Group’s share 209.2 202.5 205.0 213.8 225.3 232.0 238.2 258.4 208.3 169.6

Estimated net worth (1) 281.6 267.9 261.6 280.7 295.3 290.8 271.4 275.6 227.2 184.0

Stock exchange capitalisation 284.0 232.3 220.2 226.4 272.3 226.3 174.8 205.7 157.2 134.9

* The prices quoted apply since 15th September 2003 (the date on which coupon No. 15 was detached, reducing the capital by cash pay-out).

The maximum and minimum prices before coupon No. 15 was detached are 43.8 EUR and 31.1 EUR respectively.

(1) The net worth as at 31st December 2003 is made up of shareholders’ equity after appropriation of profi ts plus the net capital gain on real estate.

This capital gain is calculated on all the buildings in the portfolio, development sites, projects under development and non-consolidated fi nancial participations.

- In the case of buildings held in the portfolio, all of the actual costs (taxes, brokers’ fees, conveyancing costs and taxes), individualised per project, have been deducted.

- In the case of other capital gains, the potential valuation is calculated according to the projects of the companies concerned.

Company accounts (MEUR) 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003

Cash flow 25.7 11.3 4.2 4.8 10.6 9.8 54.9 24.4 10.8 33.4

Net profit 12.4 -2.9 2.0 -2.8 8.2 9.3 38.6 29.3 -11.5 24.3

Profit distributed 15.8 0.0 0.0 0.0 7.9 11.8 11.8 0.0 0.0 0.0

Shareholders’ equity 196.1 194.3 196.2 193.5 193.8 191.2 218.0 246.7 197.7 182.2

Data per share (EUR) 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003

Number of shares (thousand)

at the end of financial year 4,096 4,114 4,114 4,114 4,114 4,114 4,114 4,114 4,114 4,114

Consolidated cash flow 7.3 5.4 2.3 5.5 8.1 6.8 7.9 7.8 2.0 2.4

Net consolidated profit, Group’s share 3.1 -2.2 0.5 1.8 4.8 4.2 4.4 4.1 -2.6 0.9

Value of consolidated equity 51.1 49.2 49.8 52.0 54.8 56.4 57.9 62.8 50.6 41.2

Net worth 68.7 65.1 63.6 68.2 71.8 70.7 66.0 67.0 55.2 44.7

Dividend per ordinary share (net) 2.7 0.0 0.0 0.0 1.4 2.1 2.1 0.0 0.0 0.0

Dividend per ordinary share (gross) 3.7 0.0 0.0 0.0 1.8 2.7 2.8 0.0 0.0 0.0

Share price at year end 69.4 56.6 53.6 55.0 66.2 55.0 42.5 50.0 38.2 32.8

Maximum price 90.1 71.9 59.0 68.2 67.6 74.1 58.0 51.0 43.0 * 34.5

Minimum price 66.4 46.2 45.2 50.3 55.0 52.3 38.1 40.9 33.8 * 32.0

FINANCIAL HIGHLIGHTS

2003R E P O R T S


L I M I T E D C O M PA N Y

AV E N U E J E A N D U B R U C Q , 1 7 5 / B O X 1

1 0 8 0 B R U S S E L S

R E G I S T E R O F C O M PA N I E S - B R U S S E L S

V. A . T. N ° B E - 4 0 5 . 9 6 6 . 6 7 5

presented to the Ordinary Shareholders’ Meeting on 12th May 2004

2003A N N U A L R E P O R T2 3C O M P A G N I E I M M O B I L I È R E D E B E L G I Q U E

Jardins de la Couronne

Assar, A.2R.C, AVAArchitects


EventsK E Y

Refocusing completed :

• Second capital reduction in kind carried out.

• 90 % of the net assets invested in Property Development.

Results :

• Operating result of 21.65 MEUR, up by 64.3 %.

• Net profit of 3.67 MEUR.

Group activity :

• Acquisition of new projects in the three key areas of Offices & Enterprise Real Estate, Residential Development and Land Development.

• Work continued on projects in progress :

Offices & Enterprise Real Estate

Large-scale investment in the following projects :

• Omega Court in Auderghem,

• the TBR (building occupied by Belgacom),

• the “Grand’ Poste” in Verviers.

Work has started on major office development projects :Central Plaza, Place des Martyrs and Jardins de la Couronne.

Five major projects have been disposed of : Lex (50% owned by COMPAGNIE IMMOBILIÈRE DE BELGIQUE), Harscamp (in Namur), Amadeus Square in Drogenbos, Hôpital Français (in Berchem-Sainte-Agathe) and Building F of the Business Class Kantorenpark located on Luchthavenlaan (in Vilvoorde), and a leasing agreement has been concluded for the “Grand’ Poste” project in Verviers.

Residential Development

Launch and continuation of work on several residential projects, notably on “Jardins de la Couronne”, “Place des Martyrs” in Brussels, on the “Jardins de Jette” site, and in Woluwé-Saint-Lambert on the “Jardin des Sittelles”.

Several apartments and houses have been sold at “Jardins de la Couronne” (Ixelles) and at the “Jardins de Jette”.

Land Development

As a result of the land permits granted in 2002-2003, work has started on new plots and turnover is progressing.


from the Chairman & the Managing Director

The COMPAGNIE IMMOBILIÈRE DE BELGIQUE closed the financial

year 2003 with an operating result of 21.65 MEUR com-

pared with 13.17 MEUR on 31st December 2002, represent-

ing a growth of 64.3 %. This figure was heavily influenced

by the growth in the result of the Property Development

business, up from 5.1 MEUR to 21 MEUR.

The COMPAGNIE hence books a net profit of 3.67 MEUR

compared with a loss of 10.82 MEUR on 31st December

2002.

Moreover, the 2003 financial year was marked by the com-

pletion of the plan to refocus on the Company’s core busi-

ness, Property Development, decided at the Ordinary

General Meeting of May 2001. This involves, in particular,

a second capital reduction of 40.6 MEUR, whereas back in

May 2002, the Company carried out an initial capital

reduction of 37.5 MEUR and on-going disinvestments of

non-strategic assets.

This means that 90 % of the Group’s net assets are now

invested in Property Development.

M E S S A G E

Manfred LoebChairman of the Board


Work is in progress or has been completed on over

200,000 m² of office development projects (share of

COMPAGNIE IMMOBILIÈRE DE BELGIQUE), 30 % of which were

launched by the COMPAGNIE IMMOBILIÈRE DE BELGIQUE alone or in

partnership in 2003. Moreover, the Group has land and

projects in reserve that should allow it to develop around

250,000 m² of office space (share of COMPAGNIE IMMOBILIÈRE

DE BELGIQUE).

In 2003, the activity of the COMPAGNIE IMMOBILIÈRE DE BELGIQUE

was also marked by significant investments in new prop-

erty development projects.

This corresponds to the new strategic line decided by its

Board of Directors.

This year again we would like to thank the Directors and

the operating teams of the Group who enthusiastically

pursue their activities with the interest of the shareholders

at heart.

We would also like to thank the shareholders for placing

their trust in the COMPAGNIE IMMOBILIÈRE DE BELGIQUE.

Manfred Loeb

Chairman of the Board

Jean Thomas

Managing Director

Jean ThomasManaging Director


management, controlB O A R D O F D I R E C T O R S ,

BOARD OF DIRECTORS Expiry of

mandates

Chairman

Mr Manfred Loeb 2005

Vice-Chairman

Baron Croes 2009

Managing Director

Mr Jean Thomas 2009

Directors

Baron Bodson 2009

Mrs Thérèse Dhaenens 2008

Mr François Le Fevere de Ten Hove 2006

Mr Jean de Garcia de la Vega 2006

Mr Robin Leyssens 2006

Mr Gaëtan Piret 2007

Mr Nicolas Saverys 2006

Mr William Vanderfelt 2005

Mr Philippe Van de Vyvere 2006

HONORARY MEMBERS OF THE BOARD OF DIRECTORS

Honorary Chairmen

Baron de Fauconval

Mr René Lamy

Honorary Managing Director

Mr Albert Vanescote

Honorary Director

Comte Bruno Dadvisard () (passed away on 17 February 2004)

STEERING COMMITTEE

Chairman

Mr Manfred Loeb

Members

Baron Bodson

Baron Croes

Mr Robin Leyssens

Mr Nicolas Saverys

Mr Jean Thomas

AUDIT COMMITTEE

Chairman

Mr William Vanderfelt

Members

Baron Croes

Mr Robin Leyssens


REMUNERATION COMMITTEE

Chairman

Baron Bodson

Members

Mr Robin Leyssens

Mr Jean Thomas

The Secretaryship of the Board of Directors, Steering Committee,

Audit Committee and Remuneration Committee is provided by

Mrs Joëlle Micha, Adviser to General Management.

AUDITOR Expiry of mandate

DELOITTE & TOUCHE 2005

Réviseurs d’entreprises SC s.f.d. SCRL

represented by Mr James Fulton

EXECUTIVE COMMITTEE

Chairman

Mr Jean Thomas

Managing Director

Members

Mr Michel Amand

Administrative and Financial Manager

Mr Marc Busine

Managing Director of the Compagnie Immobilière de Wallonie

Mr Pierre Delhaise

General Secretary

Mrs Thérèse Dhaenens

Director

Mr Philippe Helleputte

Managing Director of the Compagnie Immobilière de

Lotissements

Mr Manfred Loeb

Chairman of the Board of Directors

Mr Paul Muyldermans

Director of Progex

Mr Gaëtan Piret

Director

Mr Herman Schillebeeckx

Managing Director of Investimmo

The secretaryship of the Executive Committee is provided by Mr

Pierre Delhaise, General Secretary.

STATUTORY APPOINTMENTS Ordinary General Meeting of 14th May 2003

The Ordinary General Meeting of 14th May 2003 renewed

the mandates of Baron Bodson, Baron Croes and of Mr Jean

Thomas as Directors (for a duration of six years).


governanceC O R P O R AT E

COMPOSITION OF THE BOARD OF DIRECTORS

Type of mandate

Three types of mandate are represented on the Board of Directors :• independent Directors,• Directors belonging to management,• Directors representing major shareholders.

Five of the Directors are independent :• Baron Croes, Vice-Chairman,• Baron Bodson, Director,• Mr Nicolas Saverys, Director,• Mr William Vanderfelt, Director,• Mr Philippe Van de Vyvere, Director.

Four of the Directors belong to management :• Mr Manfred Loeb, Chairman of the Board,• Mr Jean Thomas, Managing Director,• Mrs Thérèse Dhaenens, Director,• Mr Gaëtan Piret, Director.

Three of the Directors represent major shareholders :• Mr François Le Fevere de Ten Hove, Director, representing

other major shareholders,• Mr Jean de Garcia de la Vega, Director, representing Suez-

Tractebel s.a.,• Mr Robin Leyssens, Director, representing Suez-Tractebel s.a.

Main function outside the COMPAGNIE IMMOBILIÈRE DE BELGIQUE of non-executive Directors (i.e. those not representing the management)

Independent Directors :• Baron Bodson, Company Director,• Baron Croes, Company Director,• Mr Nicolas Saverys, Chief Executive Officer Exmar s.a.,• Mr William Vanderfelt, Retired Managing Partner of

Petercam Group,• Mr Philippe Van de Vyvere, Managing Director of the Sea-

Invest Group.

Directors representing major shareholders :• Mr François Le Fevere de Ten Hove, Honorary Chairman of

Immolease s.a.,• Mr Jean de Garcia de la Vega, General Secretary of Electrabel,• Mr Robin Leyssens, Chief Financial Officer (CFO) of Electrabel.

Expiry of Directors’ mandates

The mandates expiring in 2005 are those of :• Mr Manfred Loeb, born on 27/11/1926,• Mr William Vanderfelt, born on 08/11/1942.

The mandates expiring in 2006 are those of :• Mr François Le Fevere de Ten Hove, born on 25/11/1937,• Mr Jean de Garcia de la Vega, born on 05/06/1945,• Mr Robin Leyssens, born on 30/07/1958,• Mr Nicolas Saverys, born on 24/01/1958,• Mr Philippe Van de Vyvere, born on 05/08/1953.

The mandate expiring in 2007 is that of :• Mr Gaëtan Piret, born on 08/07/1958.

The mandate expiring in 2008 is that of :• Mrs Thérèse Dhaenens, born on 10/12/1947.

The mandates expiring in 2009 are those of :• Baron Bodson, born on 02/11/1944,• Baron Croes born on 29/03/1934,• Mr Jean Thomas, born on 07/06/1950.

Rules governing the appointment of Directors and the renewal of their mandates

The Company is administered by a Board of at least five Directors, appointed for a maximum of six years by the Ordinary Shareholders’ Meeting.

Outgoing Members may be re-elected immediately.

At the proposal of the Board of Directors, the General Meeting may confer the title of Honorary Director on former Directors who have held permanent positions within the Company.

Apart from the aforementioned statutory requirements, there are no other rules governing the appointment of Directors and the renewal of their mandate.

FUNCTIONING OF THE BOARD OF DIRECTORS

Frequency of meetings

The Board of Directors shall meet at the request of its Chairman or two of its Members whenever the interests of the Company so require.

In principle, the Board of Directors meets three times a year (March, September and December). This is sufficient to enable it to examine the half-yearly results (September) and the annual accounts (March) as well as the budgets (December). If the interests of the Company so require, another meeting is held in May in order to prepare for the Annual Meeting.


In 2003, the Board of Directors met four times.

Powers

In accordance with article 29 of the Articles of Association, “The Board of Directors is empowered to take all the steps which are necessary or useful in order to achieve the company’s objectives, with the exception of those which the law or the articles of association dictate must be taken by the General Meeting”.

In particular, the Board shall draw up the annual and half-yearly accounts, control the Company and report to the share-holders.

The Board of Directors has not adopted any rules governing the way in which the Director’s function is performed.

Day-to-day management

The Board has delegated the day-to-day management of the company to one of its Members.

Board decision-making procedures

Chairmanship of meetings

The Board of Directors elects a Chairman and one or more Vice-Chairmen from among its Members and appoints a Member who will temporarily stand in as Chairman in their absence.

Quorum

Except in cases of “force majeure” brought about by war, riots, or other public disasters, the Board of Directors may not delib-erate or take decisions unless at least half of its Members are present or represented.

Remuneration of Directors

For the 2003 financial year, the Board of Directors proposes not to distribute any Director’s share of profit in accordance with article 46 of the Articles of Association.

Article 22 of the Articles of Association states that :

“The General Meeting can, in addition to the Director’s share of profit determined in accordance with article 46, allocate Directors a fixed allowance or Directors’ fees to be charged as overheads.

The Board of Directors is furthermore authorised to grant a remu-neration, to be charged as overheads, for special functions or missions carried out by a Director and/or for participation in con-sultative committees”.

During the meetings of the Board of Directors of 14th May 2003 and of 18th March 2004, the Remuneration Committee proposed to Directors that, in application of article 22 of the Articles of Association, a total amount of 600,000 EUR be allocated as fees for the 2003 financial year on the basis of the new distribution rule below :• each Director : 1 share• the Chairmen of the Board of Directors and of each

Committee : 1 additional share• the Managing Director : 1 additional share• each Member of a Committee (Steering, Audit, Remuneration) :

1 additional share,

i.e. a total of 29 shares, reduced to 25 shares in view of the fact that the Chairman of the Board of Directors does not wish to be remu-nerated for his functions whether as Member or as Chairman of the Board of Director, nor as a Member of the Steering Committee.

In line with the distribution rule and the total amount proposed, one Director’s share of profit represents 24,000 EUR.

Main topics discussed by the Board of Directors in 2003

• Examination of the Annual Accounts for the 2002 financial year. Allocation of earnings.

• Preparation of Press releases.• Adoption of the Directors’ Report.• Examination of the Half-yearly Accounts on 30th June 2003.• Sale of non-strategic assets and activities.• Decisions concerning investments in Belgium and abroad.• Review of budgets and amendments to them and the debt

ratio.• Analysis of earnings per sector of activities.• Second reduction of capital through the distribution to share-

holders of the sum of 9.86 EUR on presentation of coupon n° 15.

• Restructuring of credits.• Cash situation.


Main items of information supplied by the Managing Director to the Board of Directors

• Result forecasts 2003.• Half-yearly situation on 30th June 2003.• Consolidated balance sheet and company accounts.• Key figures :

- Net financial debts / equity ratio.- Return on equity.- Consolidated data per share :

> consolidated cash flow> consolidated net profit, Group share> value of consolidated equity> net worth> stock market price at the end of the accounting period

under review.• Evolution of the cash situation.• Evolution and details of the results per sector of activities.• Memoranda on business trends in Belgium and abroad. • Memoranda on the disposal of non-strategic assets and

activities. • Memoranda on the reduction of capital through the distri-

bution of 9.86 EUR to shareholders.

Monitoring by the Board of Directors of developments in subsidiaries and holdings

As stated under the point above titled “Main topics discussed by the Board of Directors in 2003”, the Board of Directors takes note of all the results, including the detailed results of each subsidiary.

The Directors forming part of the management team and the Members of the Executive Committee hold posts as Directors on the Boards of the subsidiaries.

The Chairman of the Board of Directors and the Managing Director also serve as Chairman and Director of several subsidi-aries.

The Articles of Association do not include any procedure whereby the Directors could request the opinion of an inde-pendent expert at the Company’s expense.

COMMITTEES SET UP BY THE BOARD OF DIRECTORS

Steering Committee

Composition, appointment of members

On 29th January 1990, the Board of Directors decided to set up a Steering Committee, currently made up of six Members, in accordance with article 31bis of the Articles of Association.

These Members include the Chairman of the Board of Directors, the Managing Directors, three independent Directors and one Director representing major shareholders.

As is the case for the Board of Directors, the Steering Committee is chaired by Mr Manfred Loeb. The other members are : Baron Bodson, Baron Croes, Mr Robin Leyssens, Mr Nicolas Saverys and Mr Jean Thomas.

Mr Gaëtan Piret, Director, is also present at the meetings.


The Steering Committee meets at least four times a year and, in particular, before the meetings of the Board of Directors. It met four times in the course of 2003.

Responsibilities

The Steering Committee examines the main thrust of the Com-pany’s activities. It prepares certain proposals for submission to the Board of Directors.

Audit Committee

Composition, appointment of Members

The Audit Committee is made up of the following Members :• Mr William Vanderfelt, Chairman,• Baron Croes,• Mr Robin Leyssens.


The Audit Committee meets at least twice a year at the request of its Chairman or of two of its Members, whenever they con-sider this to be necessary. It met twice in the course of 2003.


Responsibilities

The task of the Audit Committee is to assist the Board of Directors in its monitoring function, in particular in the following areas :• financial information intended for shareholders and third

parties,• the quality of the internal control system,• relations with the statutory auditors.

Remuneration Committee

Composition, appointment of Members

The Remuneration Committee is made up of the following Members :• Baron Bodson, Chairman,• Mr Robin Leyssens,• Mr Jean Thomas.

Responsibilities

The Remuneration Committee is responsible mainly for submit-ting proposals to the Board of Directors relating to the remu-neration of the executive staff and of the Directors.

Age limit

The Articles of Association do not specify an age limit for Members of the Board of Directors and the various Committees.

Functioning of the Committees

Decisions are taken by a simple majority of votes of the mem-bers present. However, the Chairman holds two votes in the event of a split vote.

Mrs Joëlle Micha, Adviser to General Management, is responsi-ble for the Secretaryship of the Boards of Directors, of the Steering Committees, of the Audit Committees, of the Remuneration Committees and of the General Meetings of the COMPAGNIE IMMOBILIÈRE DE BELGIQUE and its subsidiaries.

Executive Committee

Composition

On 16th December 1987, the Board of Directors set up a Management Committee, for which it determined the compo-sition, responsibilities, powers and functioning. As it failed to meet the provisions of the law of 2nd August 2002, this Committee was renamed the Executive Committee by the Board of Directors on 14th May 2003.

The composition of this Executive Committee is as follows :• Mr Jean Thomas, Chairman,• Mr Michel Amand, Member,• Mr Marc Busine, Member,• Mr Pierre Delhaise, Member,• Mrs Thérèse Dhaenens, Member,• Mr Philippe Helleputte, Member,• Mr Manfred Loeb, Member,• Mr Paul Muyldermans, Member,• Mr Gaëtan Piret, Member,• Mr Herman Schillebeeckx, Member.


In principle, the Executive Committee meets every fortnight. In 2003, it held 17 meetings.

Responsibilities

The Executive Committee is responsible for making executive decisions within the framework of the guidelines issued by the Board of Directors.

Mr Pierre Delhaise, General Secretary, is responsible for the Secretaryship of the Executive Committee.

PROFIT ALLOCATION POLICY

Article 46 of the Articles of Association states that the net profit (positive surplus in the income statement) shall be distrib-uted as follows :• 5 % for the constitution of the legal reserve; this deduction

will cease when the legal reserve attains the level of one tenth of the company capital (which is currently the case);

• the remainder shall be distributed as follows :- 95 % to the shareholders;- 5 % to the Board of Directors, which will distribute the

amount thus allocated between its Members in accordance with the internal regulations laid down on 21st September 1998.

• However, at the proposal of the Board of Directors, the General Meeting may decide to carry forward all or part of the profit balance, or to place it in the reserve fund or a provision fund.

The decision to distribute a dividend is taken on the basis of several criteria, of which we can cite : the recurrent nature of the result and the cash requirements for the Group’s various projects and the overall debt ratio.


highlightsF I N A N C I A L

INCOME STATEMENT 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003

Operating income 191.2 168.9 138.3 208.6 246.1 219.2 240.8 195.6 138.0 103.3

Operating expenses -163.2 -147.0 -124.3 -179.1 -205.8 -184.4 -194.1 -168.0 124.8 -81.6

Operating result 28.0 21.9 14.0 29.5 40.3 34.8 46.7 27.6 13.2 21.7

Financial result -8.5 -11.9 -6.3 -7.4 -10.3 -8.5 -11.3 1.2 -1.8 -8.7

Current result 19.4 10.0 7.7 22.1 30.0 26.3 35.4 28.8 11.4 13.0

Extraordinary result -0.2 -9.2 -0.9 -8.1 -0.1 0.0 -0.1 0.2 -15.3 0.0

Gross result 19.2 0.8 6.8 14.1 30.0 26.3 35.3 29.0 -3.9 13.0

Taxes -4.4 -4.7 -3.2 -5.1 -6.7 -7.8 -16.1 -8.8 -6.9 -9.3

Consolidated profit before depreciation on goodwill 14.9 -3.9 3.6 8.9 23.2 18.5 19.2 20.2 -10.8 3.7

Depreciation on goodwill -1.9 -5.2 -1.5 -1.5 -3.6 -1.0 -1.0 -3.2

Consolidated profit 12.9 -9.1 2.1 7.5 19.6 17.4 18.2 17.0 -10.8 3.7

COMPAGNIE IMMOBILIÈRE DE BELGIQUE’s share in the result 12.8 -9.1 2.1 7.5 19.6 17.4 18.2 17.0 -10.8 3.7

ASSETS 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003

Long-term assets 196.5 183.5 165.5 169.3 198.8 238.0 229.3 171.2 106.7 85.2

Intangible fixed assets 12.7 12.5 11.4 14.8 11.2 10.0 9.6 2.5 0.2 0.2

Tangible fixed assets 120.7 121.8 117.5 114.7 121.7 167.7 181.6 123.3 71.5 52.5

Financial fixed assets 63.1 49.3 36.7 39.9 65.9 60.4 38.1 45.4 35.0 32.5

Short-term assets 327.7 367.3 369.8 460.9 401.0 407.5 519.5 333.5 306.0 372.1

Stocks 128.0 122.8 186.8 205.5 200.4 164.8 152.2 138.4 191.3 212.8

Work in progress 76.2 86.2 34.8 43.3 56.5 81.4 114.2 11.1 24.9 57.5

Treasury 22.3 52.4 66.3 71.1 34.5 40.2 149.6 62.4 33.8 34.4

Other 101.2 105.8 82.0 141.1 109.7 121.2 103.5 121.6 56.0 67.4

TOTAL ASSETS 524.2 550.8 535.4 630.2 599.7 645.6 748.8 504.7 412.7 457.3

LIABILITIES 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003

Long-term liabilities 306.6 351.0 367.3 383.6 350.5 419.6 361.1 334.0 272.0 279.0


Financial debts 92.3 142.5 155.2 157.6 114.9 174.4 115.1 69.2 63.1 109.0

Other amounts payable 2.3 3.0 5.6 12.2 10.3 13.2 7.8 6.4 0.6 0.4

Short-term liabilities 217.5 199.8 168.1 246.6 249.2 225.9 387.7 170.7 140.7 178.3

Financial debts 26.0 28.3 54.3 92.4 75.9 52.3 158.1 71.3 74.5 51.3

Advance payments on orders 84.8 75.1 42.0 55.1 62.3 65.5 78.6 9.3 3.1 5.0

Other 106.8 96.4 71.9 99.0 111.00 108.1 150.9 90.1 63.1 122.0

TOTAL LIABILITIES 524.2 550.8 535.4 630.2 599.7 645.6 748.8 504.7 412.7 457.3

SUMMARY OF THE CONSOLIDATED FINANCIAL STATEMENTS (MEUR)

BALANCE SHEET


LIABILITIES 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003

Long-term liabilities 306.6 351.0 367.3 383.6 350.5 419.6 361.1 334.0 272.0 279.0


Financial debts 92.3 142.5 155.2 157.6 114.9 174.4 115.1 69.2 63.1 109.0

Other amounts payable 2.3 3.0 5.6 12.2 10.3 13.2 7.8 6.4 0.6 0.4

Short-term liabilities 217.5 199.8 168.1 246.6 249.2 225.9 387.7 170.7 140.7 178.3

Financial debts 26.0 28.3 54.3 92.4 75.9 52.3 158.1 71.3 74.5 51.3

Advance payments on orders 84.8 75.1 42.0 55.1 62.3 65.5 78.6 9.3 3.1 5.0

Other 106.8 96.4 71.9 99.0 111.00 108.1 150.9 90.1 63.1 122.0

TOTAL LIABILITIES 524.2 550.8 535.4 630.2 599.7 645.6 748.8 504.7 412.7 457.3

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NET FINANCIAL DEBT / EQUITY RATIO (%) RETURN ON EQUITY (%)

The net financial debt comprises the financial debts payable after one year, plus or minus the net short-term cash posi-tion.

The return on equity is calculated on the basis of the average equity at the begin and end of the financial year.

0

10

20

30

40

-15

-10

0

5

10

15

20

1994

1995

1996

1997

1998

1999

2000

2001

2002

2003

CURRENT RESULTS / CONSOLIDATED RESULTS (MEUR)

Net result (Group’s share)

Cash flow


SOURCES OF CONSOLIDATED FUNDS APPLICATION OF CONSOLIDATED FUNDS

Increase in long-term debt

Disinvestments

Cash flow

74%

10%

16%Repayment of capital

Decrease in long-term debt

Investments

Variation in working capital

51%

39%

4%

6%

NET TREASURY AT BEGINNING OF PERIOD -40.7

CASH FLOW 10.1

DIS INVESTMENTS 16.6

Tangible and intangible 16.0

Financial 0.3

Long-term amounts receivable 0.3

INCREASE IN LONG-TERM DEBT 77.2

Bank loans 77.2

TOTAL SOURCES DURING THE PERIOD 103.9

DECREASE IN LONG-TERM DEBT -31.3

INVESTMENTS -3.1

Tangible and intangible -1.7

Financial -1.4

REPAYMENT OF CAPITAL -40.6

CHANGE IN WORKING CAPITAL REQUIREMENT -5.1

TOTAL APPLICATION DURING THE PERIOD -80.1

VARIATION IN TREASURY POSIT ION DURING THE YEAR 23.8

NET TREASURY AT END OF YEAR -16.9

SOURCES AND APPLICATION OF CONSOLIDATED FUNDS (MEUR)


DirectorʼsR E P O R T

It is with pleasure that we present you with our report on the

activities of the Company and the Group formed by the

COMPAGNIE IMMOBILIÈRE DE BELGIQUE and its subsidiaries during the

2003 financial year.

RESULTS

The operating result on 31st December 2003 amounts to

21.65 MEUR, compared with 13.17 MEUR on 31st December

2002, representing a growth of 64.3 %. This figure has been

heavily influenced by the growth in the result of the Property

Development business, up from 5.1 MEUR to 21 MEUR.

The financial year 2003 of the COMPAGNIE IMMOBILIÈRE DE BELGIQUE

thus ends with a net consolidated profit of 3.67 MEUR, com-

pared with a loss of 10.82 MEUR for the previous financial

year.

OVERVIEW

At the end of the 2003 financial year, the COMPAGNIE IMMOBILIÈRE

DE BELGIQUE achieved its refocusing excluding the Campona

Shopping Centre for which a specific long term refinancing

without recourse was concluded at 22nd January 2004. This

refocusing decided during the 2001 Ordinary General Meeting,

implemented in 2002 and completed in 2003, sets out to

increase the value and cash situation of the shareholders’s

assets. The company has refocused on its core business :

Property Development, namely, Offices & Enterprise Real Estate,

Residential Development and Land Development.

A major feature of the refocusing plan was the second capital

reduction in kind amounting to 40.6 MEUR through the distri-

bution of 9.86 EUR to the shareholders of the COMPAGNIE

IMMOBILIÈRE DE BELGIQUE on presentation of coupon n° 15. We

should also note the on-going disposal of various assets. These

include the following buildings : Louise 500 in Brussels, Audent

in Charleroi, Belle-Vue in La Louvière, Place du Droit in

Anderlecht, BNP in Montreal and an industrial warehouse in

Machelen.

All these transactions were carried out according to market

conditions and within the framework of the financial plan.

In 2003, all of the disinvestments generated funds of 17 MEUR,

whereas in 2002, 52 MEUR and in 2001, 58 MEUR of funds

were generated. This means that a total of 127 MEUR have

been received, excluding the disposal of the Cibix shares.

The debt/equity ratio (net financial debt compared with the

own equity) is 74 % against 50 % on 31st December 2002. This

increase is mainly due to the second capital decrease. Without

it the debt/equity ratio at 31st December 2004 would have been

40,6 %.

In 2003, parallel to its refocusing, the COMPAGNIE IMMOBILIÈRE DE

BELGIQUE invested in its core business, in particular in : Omega

Court in Auderghem and the TBR (building occupied by

Belgacom). Since the 1st of January 2004, the COMPAGNIE

IMMOBILIÈRE DE BELGIQUE, along with Dexia Banque, each acquired

a 25 % stake in the project to redevelop the State’s

Administrative Centre, which belongs to the private Dutch

investor Breevast, the holder of the remaining 50 %.

It has also sold half of its holding in the TBR project to the KBC

Group, and half of its holding in Omega Court to the Dexia

Group.

Ladies and Gentlemen,


CORE BUSINESS

The Property Development activity was pursued in three areas :

Offices & Enterprise Real Estate, Residential Development and

Land Development. It is witnessing a favourable development.

In 2003, this activity generated results that are considerably up

on those generated the previous year, increasing from

5.1 MEUR to 21 MEUR.

Offices & Enterprise Real Estate

Several planning and environmental permits that had been

issued to pursue major projects were implemented. These

allowed work to start on Central Plaza, Place des Martyrs and

Jardins de la Couronne.

Several planning and environmental permits were also issued in

the course of the financial year. These include the permits for

the projects Omega Court, Place des Martyrs Blocks 2/3, 7, 8A

and 8C, Lavallée, Block 65, Louise-Michel, Mamer, Rue du

Pépin and Acec 38.

The COMPAGNIE IMMOBILIÈRE DE BELGIQUE has disposed of five major

development projects : Lex (50 % owned by COMPAGNIE

IMMOBILIÈRE DE BELGIQUE) in Brussels via the transfer of a long-term

lease to the Council of the European Union, Harscamp in

Namur also via the transfer of a long-term lease to the Walloon

Region, Amadeus Square in Drogenbos sold to the AGF Group,

Building F of Business Class Kantorenpark located on

Luchthavenlaan in Vilvoorde to Fortis Lease on behalf of AIB-

Vinçotte and the Hôpital Français in Berchem-Sainte-Agathe to

Intellectual and Industrial Property Services s.a., as well as the

lease of the Grand’ Poste project in Verviers.

The COMPAGNIE IMMOBILIÈRE DE BELGIQUE has also invested in the

following new projects :

• Omega Court in Auderghem,

• the TBR (building occupied by Belgacom) in Brussels,

• the Grand’ Poste in Verviers.

Work is either in progress or completed on over 200,000 m² of

office development projects (share of COMPAGNIE IMMOBILIÈRE DE

BELGIQUE), 30 % of which launched by COMPAGNIE IMMOBILIÈRE DE

BELGIQUE alone or in partnership in 2003. Furthermore, the

Group has land and projects in reserve that should allow it to

develop around 250,000 m² of office space (share of COMPAGNIE

IMMOBILIÈRE DE BELGIQUE).

The turnover for this activity, which has witnessed a sharp

upturn, amounted to 62.87 MEUR for the past financial year,

compared with 6.86 MEUR in 2002.

Residential Development

Work on several residential projects started or continued during

the financial year.

Furthermore, several of the apartments under construction or

completed were sold in 2003, in particular on the “Jardins de la

Couronne” site (in Ixelles), the “Jardins de Jette” site (in Jette),

on Place des Martyrs – Résidence Fisco (in Brussels), at rue

Grandgagnage (in Liège) and in Bouge.

Residential development activities included : the construction

and/or commercialisation of 21 apartments and a commercial

ground floor on the Place des Martyrs in Brussels (Block 2/3),

24 houses and 166 apartments on the “Jardins de Jette” site,

13 houses at rue du Maquis in Evere, 123 apartments at control-

led prices and 140 apartments at unrestricted prices on the

“Jardins de la Couronne” site in Ixelles, 27 apartments at rue

Grandgagnage in Liège and 5 houses and 14 apartments in the

“Grand Feu” project in Bouge (Namur).

The turnover for this activity amounted to 29.90 MEUR for the

past financial year compared with 7.98 MEUR in 2002.

Land Development

The turnover of the Land Development activity is growing and

related to 250 transactions. These mainly concerned the land

developments in Waterloo, Wavre, Woluwé-Saint-Lambert,

Chastre and Soumagne.

The project areas sold are up significantly on the previous

financial year, increasing from 199,184 m² in 2002 to

232,174 m² in 2003. The turnover for this activity amounted

to 10.69 MEUR for the period under review compared with

9.68 MEUR in 2002.


PROJECT MANAGEMENT

For several years, Project Management has taken on various

property consultancy, assistance and support tasks. In 2003,

services were provided by the Progex subsidiary not only for the

Group’s companies but also for third companies such as

Befimmo, Dexia, Fortis Real Estate and Société Espace Léopold.

This year, Progex completed work on the Amadeus Square

(Phase 2) site in Drogenbos, Harscamp (office part) in Namur and

on AIB Vinçotte in Vilvoorde.

Progex also continued with work on the Central Plaza, Regina,

Place des Martyrs, Jardins de la Couronne, Schuman 11, Block

65, Belliard Ardenne projects in Brussels, Harscamp (residential

part) in Namur, the Law Courts in Mons and WestSide Village in

the Grand-Duchy of Luxembourg.

New projects were also launched in 2003 : an office building on

the Route de Hannut in Bouge, Acec 38 in Charleroi and Omega

Court in Brussels.

The turnover for this activity amounted to 1.64 MEUR compared

with 1.99 MEUR in 2002.

MISCELLANEA

Decontamination

Following on from its development activity, the subsidiary

Investimmo has set up the company Brownfields with a partner,

specialising in the decontamination and redevelopment of pol-

luted sites. Brownfields has options on various sites and is cur-

rently examining the feasibility of carrying out construction

projects.

Industry

As far as the construction activity is concerned, in a difficult eco-

nomic climate, the turnover for Réforme & Nizet – Thirion s.a.,

the Group’s only industrial subsidiary, amounted to 17 MEUR

compared with 17.99 MEUR on 31 December 2002.

Property Portfolio

The on-going asset disposal policy made it possible to reduce the

consolidated book value of the Group’s assets to 45.95 MEUR,

which accounts for a reduction of 26 % compared with

31st December 2002.

These disinvestments generated funds of 17 MEUR.

Belliard-Ardenne

CerauArchitect


At the end of the 2003 financial year, the Property Portfolio held

by the COMPAGNIE IMMOBILIÈRE DE BELGIQUE, only represented 6,046 m²

in Belgium, which accounts for a reduction of 75 %, and only

40,000 m² abroad, i.e. a reduction of 13 % compared with 2002

following the transfer of around 25,000 m² earmarked for rede-

velopment by the Property Development department.

The net assets of the Property Portfolio sector hence only repre-

sent 8.7 % of the total net assets of the COMPAGNIE IMMOBILIÈRE DE

BELGIQUE.

The turnover for this department amounted to 6,79 MEUR com-

pared with 12.60 MEUR in 2002. This reduction is linked to the

disposals that took place during the period under review and the

previous financial year.

CONSOLIDATED EARNINGS

At the closing of the 2003 financial year, the operating result

amounted to 21.65 MEUR, compared with 13.17 MEUR in

2002.

The financial result stood at –8.67 MEUR compared with

–1.80 MEUR in 2002. The result on 31st December 2002 was

favourably influenced by a dividend received following the dis-

posal of property assets in Berlin as well as by a surplus gener-

ated during the distribution of the Befimmo shares.

The 2003 financial year did not record any extraordinary result in

comparison with the result of –15.25 MEUR booked on

31st December 2002, that was influenced by non recurrent write-

offs.

The estimated taxes on 31st December 2003 amount to

–9.33 MEUR. This amount is influenced in particular by a signifi-

cant difference between the consolidated net book value and the

taxation value of a disposed asset.

The net profit for the year amounted consequently to 3.67 MEUR

compared with a loss of –10.82 MEUR for the 2002 financial

year.

COMPANY RESULTS AND ALLOCATION OF PROFITS

For the COMPAGNIE IMMOBILIÈRE DE BELGIQUE the financial year closed

with a net profit of 24.30 MEUR compared with a net loss, after

immune reserve deductions of 2.85 MEUR, of 8.63 MEUR on

31st December 2002.

The income to be appropriated, taking into account profit carried

forward from the previous financial year and the movement fol-

lowing the capital decrease decided during the Extraordinary

General Meeting of 20th June 2003 (allocation to the capital and

legal reserve of 18.22 MEUR), totals 71.36 MEUR.

Considering the significant decrease in capital and its distribution

(since September 2003) of 9.86 EUR per share, the Board of

Directors shall propose to the Ordinary General Meeting of

12th May 2004 not to distribute any dividend and to allocate the

amount of 71.36 MEUR to the profit to be carried forward.

In accordance with article 96, 4° of the Companies Code, the

Board states that no activity has been carried out in the field of

research and development.

MANAGEMENT

No mandate as Director is due to expire at the close of the

Ordinary General Meeting on 12th May 2004.

ARTICLE 134 § 2 OF THE COMPANIES CODE

In implementation of the above article, it is stated that the fees

paid during the financial year to SC s.f.d. scrl Deloitte & Touche,

Reviseurs d’Entreprise by way of remuneration for specific tasks,

amounts to 24,251.70 EUR. These are mainly fees for consul-

tancy work requested in frame of various property development

projects.

Furthermore, the fiscal and legal consultancy tasks, which were

assigned to Deloitte & Touche Tax & Legal s.a., gave rise to fees

totalling 153,740.36 EUR.

We ask that you kindly approve the terms of this report and

endorse the actions of the Directors and the Auditor.

Manfred Loeb

Chairman

Jean Thomas

Managing Director

Adopted at the meeting of the Board of Directors,

on 18th March 2004.


market trendsR E A L E S T AT E

OFFICE PROPERTY MARKET

BRUSSELS REGION AND SURROUNDING AREA1

The 2003 financial year can be considered as an atypical year, marked by the following trends :

• the central districts have benefited from the effects of the high level of activity of the public sector,

• a further downturn in demand by the private sector,

• rents are continuing to rise despite a slight reduction in the “prime rent”,

• the investment market remains buoyant thanks to the pres-ence of the German investors.

At around 708,000 m², the occupancy rate in Brussels in 2003 reached a new record, translating as an increase of over 50% compared with 2002. This score is essentially due to the property activity of the public sector, which occupied around 460,000 m².

The vacancy rate nevertheless increased to reach 8.8 % on the 1st of January 2004 (compared with 8.0 % on the 1st of January 2003) mainly because a majority of the strong demands of the public sector related to buildings that have not yet been com-mercialised and therefore did not have any influence on the vacancy rate. However, after witnessing a difficult economic climate over the past three years, the vacancy rate remains low at under 5.1 % in the CBDs (Central Business Districts).

The central districts have benefited from the high level of property activity of the public sector

Expected for the past 2 years, the public sector has been a particularly active player on the property market in 2003. The 460,000m² occupied represent a tripling of the floor space compared with 2002 (138,000 m²) making it the leading player on the property market with 65 % of the total occupancy (com-pared with 30 % on average over the past 5 years).

This exceptional level of activity can be explained by the fact the Belgian public sector occupied around 337,000 m² and the European Institutions around 107,000 m².

In one year, the vacancy rate has increased slightly but remains low at just under 5.1 % on the 1st of January 2004 (4.6 % on the 1st of January 2003).

A further downturn in demand by the private sector

With just under 248,000 m² occupied, the private sector has been particularly quiet in 2003 as its activity is down 25 % on that of 2002 (327,000 m²) and down over 50 % compared with 2000 (544,000 m²).

Once again, the low level of activity of the private sector has led to an increase in the vacancy rates, which have reached 12.0 % in the decentralised district (compared with 11.3 % on the 1st of January 2002) and 19.1 % in the surrounding area (com-pared with 17.5 % on the 1st of January 2002).

The surrounding area continues to be the first area of settle-ment of companies. Indeed, for every five transactions of over 5,000 m² by the private sector in 2003, four settled in the sur-rounding area.

Rents are continuing to rise despite a slight reduction in the prime rent

The low level of economic activity does not really seem to have affected property values even if the highest rent in 2003 only reached 260 EUR/m²/annum, i.e. 5 % less than in 2002 (275 EUR/m²/annum).

In fact, the average rents for high quality buildings are increas-ing in the CBDs (211 EUR/m²/annum in 2003 compared with 198 EUR/m²/annum in 2002) and are stabilising in the sur-rounding area (160 EUR/m²/annum since 2000).

The investment market remains buoyant thanks to the presence of the german investors

With a volume of over 1.5 billion EUR, the office investment market in Brussels will have been buoyant.

As is the case every year, half of the transactions were carried out by Belgian investors and the real estate investment trusts and the other half by foreign investors, in particular the Germans who widely dominated the market with 36 % of the total volume invested in Brussels.

The 2003 financial year will have been characterised by the effective absence of portfolio sales (slightly over 3 % of the volume) and by the presence of several transactions relating to very large buildings. The CBDs witnessed significant success with 85 % of the invested volume compared with a little under 6 % in the decentralised districts and a little over 6% in the surrounding area.

The yields remained at a very low level in the CBDs at 6.20 % for the 6-9 year leases and 5.5 % for the 18-year leases. They are increasing slightly in the decentralised districts at 7.10 % (compared with 7.00 % in 2002) and decreasing in the sur-rounding area at 7.15 % (compared with 7.25 % in 2002).

Prospects for 2004

2004 should see renewed demand from companies :

• The economic growth forecasts are brighter for 2004, which means that the demand by the private sector could reach around 270,000 m².

1 Source : Catella Codemer


12

34

5

6

7

• The European Institutions should occupy another 100,000 m² or so, mainly by the Commission who was the most notable absentee in 2003.

• The Belgian government administration should complete its restructuration and occupy around 100,000 m².

In view of the economic climate, the high-risk projects built are mainly restricted to the central business districts, where 116,000 m² of available offices should be handed over in the course of 2004.

WALLOON REGION

The office market in Wallonia continued to suffer from the effects of the downturn in economic activity, particularly so in Brabant Wallon where the vacancy rate of un-let buildings exceeds 20 %.

However, just like the other Belgian regions, the public authori-ties have concluded far-reaching negotiations, mainly in Namur.

The semi-industrial property activity for its part has held up, mainly for logistical centers.

Commercial property in general was able to resist the effects of the economic situation.

For 2004, the operators are expecting property to recover slightly in the service industries and to progress in the housing sector.

FLEMISH REGION

The forecasted upturn in the economic situation forecast for 2003 has not been actualised and this has been felt in particular in the Flemish Region.

The area surrounding Brussels and the region of Zaventem in particular suffered most. The floor space rented in this region has fallen by practically 40 % compared with previous year and the vacancy rate has risen to 26 %.

Despite the sluggish economic climate, the region of Antwerp achieved a more than satisfactory occupancy rate, almost like a “normal” year. This occupancy rate is only based on move-ments in the private sector.

According to estimates, the offer is set to increase sharply in the Ghent region over the next few years. It is indeed possible that the current offer attracts a new wave of moves by the Public Authorities and the private sector.

Whatever the case, a downward adjustment of rents should be expected.

RESIDENTIAL PROPERTY MARKET

The low mortgage interest rates have encouraged home- buyers. Increasingly young buyers-occupants have burst onto the market, pushing up prices. The residential market hence leaves little room for manoeuvre for investors (around 10 % of transactions) in view of the strong demand by the buyers-occu-pants.

This means that in 2003, the residential property activity held up well as a whole against the negative effects of the international climate. The demand was buoyant throughout the country.

On the other hand, top range properties did not match this performance, mainly in the areas surrounding the urban cen-tres. This situation can be put down to the morose economic and stock market situation.

As for the prices of building plots, they are continuing to rise in view of their scarcity.

According to observers, the price increase in the Brussels Region stands at around 12 % for apartments and 9.5 % for small and average-sized houses. It is possible that the reduction in registra-tion fees that entered into force on the 1st of January 2003 may have contributed to this phenomenon.

It is interesting to note that the reallocation of buildings with exceptional architectural features and the reduction in the number of traffic arteries for cars as well as the work carried out on the pavements are essentially positive measures for the development of housing and for the security of residents.

Furthermore, the Office Observatory has highlighted the increase in the number of permits relating to the transforma-tion of offices into housing.

As is the case in the Brussels Region, in the Walloon Region, the price increase of residential housing has reached 9.5 % while in the Flemish Region housing prices have only increased by 4.5 %, a very sharp increase being recorded in 2002.

This trend should continue in 2004.

Occupancy per quarter (1996 – 2003)

CBDs1. Central2. Quartier Leopold3. Quartier Louise

Decentralised4. East Brussels 5. West Brussels

Periphery6. Zaventem7. Ring

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4th quarter

3rd quarter

2nd quarter

1st quarter

E40Liège

E40Ghent

A12Antwerp

E19Antwerp

E411Luxembourg


Les Portes de l’Europe - “Espace Christian Dotremont” (Block P)

Samyn & PartnersArchitect


P R O P E R T Y D E V E L O P M E N T

Offices & Entreprise Real Estate fl

Residential fl

Land fl

The Property Development activity was pursued and stepped up in three sectors :

Offi ces & Enterprise Real Estate, Residential Development and Land Development.


Central Plaza

Art & Build, Montois PartnersArchitects


Offices & EntrepriseP R O P E R T Y D E V E L O P M E N T

The Offices & Enterprise Real Estate activity is carried out by the following companies :

Immo Gaucheret

50 %

Lex 2000

50 %

Société Espace Léopold

S.E.L.

50 %

Infrastructures etDéveloppements

ImmobiliersIDIM

37 %

Conception & Coordination

Léopold

30,75 %

PromotionLéopold

33 %

Soprima

50 %

Compagnie Immobilière de Wallonie

CIW

100 %

Demetex

100 %

Egimo

100 %

ImmobilièreDeka

100 %

ImmomillsDevelopment

100 %

Compagnie Immobilière de Lotissements

Lotinvest

100 %

Investimmo

99,9 %

Jardins du Nord

66 %

Real Estate

Belgium

Abroad

COMPAGNIE IMMOBILIÈRE DE BELGIQUE


Major investments in the projects Omega Court in Auderghem, TBR in Brussels and

“Grandʼ Poste” in Verviers.

Start up and progress of the site works Central Plaza, “Place des Martyrs” and “Jardins de la Couronne”.

Conclusion of five major project disposals in Brussels, Berchem-Sainte-Agathe, Drogenbos,

Vilvoorde and Namur.

The Group made major investments in the Brussels

Capital Region, for example in the Omega Court project

in Auderghem and the TBR (a building occupied by

Belgacom).

It also started work on major office development

projects : Central Plaza, “Place des Martyrs” and the

Jardins de la Couronne.

It also sold four large development projects : Lex (50%

owned by COMPAGNIE IMMOBILIÈRE DE BELGIQUE), Amadeus

Square in Drogenbos, the “Hôpital Français” (in

Berchem-Sainte-Agathe) and Building F of the Business

Class Kantorenpark situated on Luchthavenlaan (in

Vilvoorde).

Offi cesP R O P E R T Y D E V E L O P M E N T

Architects

Fonsny Midi - Block B

Atelier d’Art Urbain


D4 / D5

SM “AEL - Groupe T - Tractebel”Architects

Lex

Jaspers, Eyers & PartnersArchitect

SITUATION ON 31/12/2002[ Table I ] Main office projects and commercial surfaces in progress on 31/12/2002

Holding%

Company concerned

ProjectArea

(m² above ground)

Owned by COMPAGNIE IMMOBILIÈRE DE BELGIQUE

Date available

Commercialisation status

(m² above ground)

A) Projects in progress (13 sites)

Amadeus Square (Phase 2) 100 % INVESTIMMO 4,451 4,451 03/2003 Let (2,182)

Belliard-Ardenne 100 % IMMOMILLS DEVELOPMENT 5,100 5,100 11/2003 In option

Business Class Kantorenpark - F 100 % INVESTIMMO 4,860 4,860 12/2003 Disposed of (4,860)

D4 / D5 50 % S.E.L. 41,000 20,500 06/2006 Commercialisation in progress

Fonsny Midi / Block B 20 % COMPAGNIE IMMOBILIÈRE DE BELGIQUE 18,253 3,651 09/2004 Disposed of (18,253)

Galeries Saint-Lambert – Liège 50 % COMPAGNIE IMMOBILIÈRE DE BELGIQUE 38,000 19,000 04/2004 Disposed of (38,000)

Greenland – B3 50 % IMMOMILLS DEVELOPMENT 4,660 2,330 12/2003 Not commercialised

Harscamp – Namur 100 % CIW 4,380 4,380 06/2003 Commercialisation in progress

Hôpital Français 66 % JARDINS DU NORD 1,200 792 03/2003 Not commercialised

Lex 50 % LEX 2000 58,800 29,400 12/2006 Commercialisation in progress

Nimy – Mons 100 % CIW 6,708 6,708 01/2004 Disposed of (6,708)

Théâtre National 100 % IMMOMILLS DEVELOPMENT 9,000 9,000 05/2004 Disposed of (9,000)

WestSide Village – Grand-Duchy of Luxembourg

50 % SOPRIMA 23,000 11,500 2004 Not commercialised

Total A 219,412 121,672

B) Finished buildings (8 sites)

Amadeus Square (Phase 1) 100 % INVESTIMMO 4,908 4,908 1) 11/19992) 02/2001

Let (3,679)

Brussels Techno Park (Bâtiment 6) 38 % IDIM 6,719 2,553 11/2002 Commercialisation in progress

Chanmurly – Liège 100 % LOTINVEST 1,830 1,830 03/2000 Let (1,263)

Drapiers 50 % COMPAGNIE IMMOBILIÈRE DE BELGIQUE 6,874 3,437 03/2002 Commercialisation in progress

Green Land B1 50 % IMMOMILLS DEVELOPMENT 3,703 1,852 02/1999 Sold (3,703)

Green Land B2 50 % IMMOMILLS DEVELOPMENT 4,810 2,405 04/2001 Sold (4,810)

L’Oréal 38 % IDIM 15,899 6,042 05/2002 Sold (15,899)

Portes de l’Europe (Phase 1) – Nivelles

100 % CIW 8,382 8,382 10/2001 Not commercialised

Total B 53,125 31,409


In Wallonia, the Group was able to conclude two large con-

tracts for office buildings, on the one hand in Namur, with the

sale of its Harscamp development and, on the other hand, in

Verviers, with the acquisition of the former “Grand’ Poste”, for

which it has negotiated a lease contract.

Furthermore, two of the four buildings that make up the “Espace

Christian Dotremont” in Nivelles and the entire ACEC 38 build-

ing in Charleroi are interesting two potential occupants.

These two transactions are scheduled to be concluded during

the first quarter of 2004.

SITUATION ON 31/12/2003[ Table II-A ] Main office projects and commercial surfaces in progress on 31/12/2003

Holding %

Company concerned

Project Area

(m² above ground)


Date available

Commercialisation Status

(m² above ground)


Belliard-Ardenne 100 % IMMOMILLS DEVELOPMENT 5,100 5,100 03/2004 In option (5,100)

Central Plaza 100 % EGIMO 24,379 24,379 09/2006 Not commercialised

D4 / D5 50 % S.E.L. 41,500 20,750 06/2007 Commercialisation in progress

Fonsny Midi / Block B 20 % COMPAGNIE IMMOBILIÈRE DE BELGIQUE 18,253 3,651 09/2004 Sold (18,253)

Galeries Saint Lambert – Liège 50 % COMPAGNIE IMMOBILIÈRE DE BELGIQUE 38,000 19,000 09/2004 Sold (38,000)

Grand’ Poste – Verviers 100 % DEMETEX 6,708 6,708 09/2004 Let (6,708)

Green Land – B3 50 % IMMOMILLS DEVELOPMENT 4,660 2,330 04/2004 Commercialisation in progress

Institut Pasteur (Former) 50 % S.E.L. 4,000 2,000 05/2004 Sold (4,000)

Jardins de la Couronne 50 % IMMOMILLS DEVELOPMENT 31,549 15,775 06/2005 Commercialisation in progress

Lavallée 100 % IMMOMILLS DEVELOPMENT 15,146 15,146 01/2005 Not commercialised

Lex 50 % LEX 2000 58,800 29,400 10/2006 Disposed of (58,800)


Place des Martyrs – Block 9 100 % IMMOBILIERE DEKA 1,814 1,814 06/2004 Commercialisation in progress

Théâtre National 100 % IMMOMILLS DEVELOPMENT 9,000 9,000 05/2004 Sold (9,000)

WestSide Village – Grand-Duchy of Luxembourg

50 % SOPRIMA 23,800 11,900 2004 to 2007

Commercialisation in progress

Total A 289,417 173,661

In Flanders, the construction of the two buildings that make

up the 2nd phase of Amadeus Square in Drogenbos has been

completed. The four buildings (Phases 1 and 2) have already

been sold.

Moreover, the construction work completed in December 2003

on the Business Class Kantorenpark F in Vilvoorde allowed

AIB-Vinçotte to take delivery of the building.

Abroad, in the Grand-Duchy of Luxembourg, the construc-

tion of the office complex on the “WestSide Village” site is

being pursued in Capellen-Mamer. Two of the six buildings

that make up the project shall be available in Spring 2004.


‡SITUATION ON 31-12-2003


SITUATION ON 31/12/2003[ Table II-B ] Main office projects and commercial surfaces finished during the year 2003

Holding%

Company concerned

Project Area

(m² above ground)


Date available

Commercialisation Status

(m² above ground)

B) Finished buildings (9 sites)

Amadeus Square (Phase 1) 100 % INVESTIMMO 4,908 4,908 11/1999 Sold (4,908)


Brussels Techno Park (Building 6) 38 % IDIM 6,719 2,553 11/2002 Commercialisation in progress

Business Class Kantorenpark – F 100 % INVESTIMMO 4,860 4,860 12/2003 Sold (4,860)


Drapiers 50 % COMPAGNIE IMMOBILIERE DE BELGIQUE

6,874 3,437 03/2002 Commercialisation in progress

Harscamp – Namur 100 % CIW 4,380 4,380 08/2003 Disposed of (4,380)

Hôpital Français 66 % JARDINS DU NORD 1,200 792 03/2003 Sold (1,200)

Portes de L’Europe (Phase 1) – Nivelles 100 % CIW 8,382 8,382 10/2001 Commercialisation in progress

Total B 43,704 35,693

Belliard-Ardenne [ Brussels City ]

As a reminder, on the 11th of July 2002, an option was granted

to the European Parliament. This was taken up on the 25th of

February 2004.

The construction of a 5,100 m² building is in progress. This

project is adjacent to the “Ardenne – Atrium” building already

occupied by the European Parliament.

Central Plaza [ Brussels City ]

The application for planning and environmental permits was

submitted at the end of August 2002 to obtain 24,380 m² of

office space.

Demolition work on the Tower was carried out in 2003.

D4 / D5 [ Ixelles ]

The COMPAGNIE IMMOBILIÈRE DE BELGIQUE holds a 50% stake in the

Société Espace Léopold (S.E.L.)

Promotion Léopold s.a., a subsidiary of S.E.L., is currently

involved in the development work of the 41,500 m² office and

meeting room building, which also holds the future Museum of

Europe on the basement level (approximately 6,000 m²), situ-

ated between rue Montoyer and rue de Trèves.

New planning permits were granted in July 2003. Work is due

to be completed by mid 2007. Negotiations are underway with

the European Parliament in view of its sale.

Fonsny Midi, Block B [ Saint-Gilles ]

As a reminder, the deed of conveyance was signed with Swiss

Life in 2001.

This project is being implemented in two phases. The planning

and environmental permits were obtained in May 2001.

Building A of the first phase was handed over in August 2003.

Work has started on the second phase.

Théâtre National

Marc LacourArchitect

Grand’ Poste of Verviers

Bureau d’architecture Lejeune,

Giovanelli et associés sprl

Architect

Jardins de la Couronne

Assar, A.2R.C, AVAArchitects

SITES IN PROGRESS ON 31/12/2003 [ See Table II-A ]


Galeries Saint-Lambert [ Liège ]

The Joint Venture between the COMPAGNIE IMMOBILIÈRE DE BELGIQUE

and ING Real Estate Development Belgium is according to a

project management agreement concluded with Galeries Saint-

Lambert s.a., working on the completion of the city centre

shopping centre with 38,000 m² of usable space. Over 80 %

of the commercial surfaces have already been let.

The new shopping centre opening is expected in Autumn

2004.

Grand’Poste [ Verviers ]

The Compagnie Immobilière de Wallonie has acquired the com-

pany Demetex, owner of the former Grand’ Poste in Verviers.

This project comprising 6,708 m² of floor space, consists of the

renovation of the partially listed building. It will be let to the

FOREM for a duration of 270 months. The remaining 881 m²

will be sold to a private buyer.

Green Land, B3 [ Jette ]

Building B3, with a surface of 4,700 m², will be handed over in

Spring 2004. Commercialisation is in progress.

[ Table III ] Sites started up in 2003

Holding%

Companyconcerned

Project Area (m² above ground)


Date available

Commercialisationstatus

(m² above ground)

Projects (5 sites)

Central Plaza 100 % EGIMO 24,379 24,379 09/2006 Not commercialised

Grand’ Poste - Verviers 100 % DEMETEX 6,708 6,708 09/2004 Let (6,708)

Jardins de la Couronne 50 % IMMOMILLS DEVELOPMENT 31,549 15,775 06/2005 Commercialisation in progress

Lavallée 100 % IMMOMILLS DEVELOPMENT 15,146 15,146 01/2005 Not commercialised

Place des Martyrs – Block 9 100 % IMMOBILIERE DEKA 1,814 1,814 06/2004 Commercialisation in progress

Total 79,596 63,822

Institut Pasteur – Former [ Etterbeek ]

The company Conception et Coordination Léopold has con-

cluded an agreement with the Permanent Representation of

the Free State of Bavaria for the complete renovation of the

Institute, the stables and a villa in the form of a turnkey con-

tract.

Work on the site started in May 2002 and the entire complex is

due to be handed over in May 2004.

Jardins de la Couronne [ Ixelles – Office part ]

Architects have carried out an extensive overhaul of the project

to improve the divisibility of the complex, as well as its func-

tionality.

A permit has been obtained for 31,549 m² of office space.

Construction work is in progress. Negotiations have started to

let a part of the building.

Lavallée [ Molenbeek-Saint-Jean ]

The planning and environmental permits were issued in

February 2003. The implementation work is underway and the

site shall be completed at the end of 2004.




Lex [ Brussels City ]

In March 2002, Immomills Development acquired 50 % of the

shares of Lex 2000 s.a., owner of the property located on num-

bers 121 to 147 rue de la Loi.

The planning permit obtained applies to approximately

45,000 m² of offices and approximately 13,800 m² of rooms

and catering.

The demolition work has been completed and in March 2003

the work on the foundations and sheet-pile walls was started.

In March 2003, Lex 2000 s.a. and the Council of Ministers of

the European Union signed an agreement listing the terms and

conditions of a long-term lease with a purchase option on the

Lex project.

Galeries Saint-Lambert

L’Atelier, Audex, JaspersArchitects

[ Table IV ] Buildings commercialised in 2003

Holding%

Companyconcerned

Project Area (m² above ground)


Date available

Commercialisationstatus

(m² above ground)


Grand’ Poste - Verviers 100 % DEMETEX 6,708 6,708 09/2004 Let (6,708)

Lex 50 % LEX 2000 58,800 29,400 10/2006 Disposed of (58,800)


Total A 72,216 42,816

B) Finished projects (5 sites)




Harscamp – Namur 100 % CIW 4,380 4,380 08/2003 Disposed of (4,380)

Hôpital Français 66 % JARDINS DU NORD 1,200 792 03/2003 Sold (1,200)

Total B 16,869 16,461

Nimy [ Mons ]

As a reminder, in April 2001 the Compagnie Immobilière de

Wallonie started work on constructing the Law Court exten-

sions on rue de Nimy in Mons on a site sold to the Régie des

Bâtiments, while the constructions themselves were sold within

the framework of a long-term lease.

During 2003, work continued. The 6,708 m² of offices should

be handed over to the Régie des Bâtiments in mid 2004.

Place des Martyrs, Block 9 [ Brussels City ]

Planning permission has been granted for the office block of

1,814 m².

Work started on the site in 2003 and negotiations are in

progress for the occupation of the offices.

Lavallée

Atelier d’Art UrbainArchitect

Green Land - Unit B3

AssarArchitect


Amadeus Square

Karel LowetteArchitect

Théâtre National [ Brussels City ]

An agreement has been signed with the French Community

for the creation of a building for exclusive use by the Théâtre

National located on boulevard Emile Jacqmain. Construction

work is in progress and should be finished in May 2004.

WestSide Village [ Grand-Duchy of Luxembourg ]

Soprima s.a. is building an office complex of approximately

23,000 m² consisting of six office buildings with approximately

1,000 underground parking spaces. The first two buildings of

this complex known as “WestSide Village” will be available in

the Spring of 2004. Commercialisation is in progress.




WestSide Village

Assar Lux, Marc Ewen, in collaboration with BrunelleschiArchitects

Amadeus Square, 2nd phase [ Drogenbos ]

The second phase comprises the construction of two buildings

that were completed in March 2003.

The sale of the four buildings (Phases 1 and 2), 66 % of which

are already let, has been concluded with the “Caisse Commune

Assubel – Accidents du Travail” (AGF Group).

Brussels Techno Park (Building B6) [ Neder-over-Hembeek ]

Building B6, which is currently being commercialised, is

part of an office complex with floor space of approximately

70,780 m².

Business Class Kantorenpark F [ Vilvoorde ]

AIB-Vinçotte has purchased Building F (approximately 5,000 m²)

on the site on Luchthavenlaan in Vilvoorde via a property

leasing (Fortis Lease). Construction work was completed in

December 2003, which allowed AIB-Vinçotte to take delivery

of its building.

Chanmurly [ Liège ]

70 % of this office building, situated close to the future TGV sta-

tion in Liège, with floor space of 1,930 m², has already been let.

Drapiers [ Ixelles ]

The extensive renovation work has been completed and nego-

tiations to let the building are still in progress.

Harscamp [ Namur ]

Work on the office project at rue d’Harscamp, at the confluence

of the Sambre and the Meuse, which comprises 4,380 m² of

floor space, was completed in August 2003.

The Walloon Region has signed a long-term lease of a duration

of 27 years to use the building as a Ministerial Cabinet. The

Compagnie Immobilière de Wallonie has disposed of its claim

on the dues of the long-term lease to a bank.

Hôpital Français [ Berchem-Sainte-Agathe ]

Work on the second phase of this project consisting of the

renovation of the former Hôpital Français (1,200 m² allocated

for offices) was completed in March 2003. The building has

already been sold.

Portes de l’Europe, Block P, Phase 1 [ Nivelles ]

Negotiations are in progress to let part of the “Espace Christian

Dotremont” complex, consisting of 4 buildings providing

8,382 m² office space.

Harscamp

Atelier de l’Arbre d’Or (Namur)Architect

WestSide Village

Assar Lux, Marc Ewen, in collaboration with BrunelleschiArchitects

FINISHED BUILDINGS[ see Tables II–B and IV for the commercialisation ]


PROJECTS UNDER CONSIDERATION

ACEC 38 [ Marcinelle ]

Negotiations are in progress for the installation of a public

service on the site. Extensive renovation work has started on

this building. The planning and environmental permits were

issued in October 2003.

Block 65 [ Schaerbeek ]

Immo Gaucheret s.a., in which the COMPAGNIE IMMOBILIÈRE DE

BELGIQUE has acquired a 50% stake from the Fortis Group, has

gained control over one of the last plots of land in the northern

district with a frontage on the boulevard du Roi Albert II.

Permits were obtained in 2003 and authorise the construction

of approximately 45,916 m² of offices. Work is due to start

in early 2004. The project comprising a tower surrounded by

lower buildings, will be implemented within the framework of

a joint venture between Immomills Development and Access

(Fortis Group).

Brussels Techno Park [ Neder-over-Heembeek ]

The first phase of the work on building B 1/8 (approximately

16,000 m² above ground) started at the end of 2002 close

on the heels of the handing over of B 6 (approximately

6,700 m²).

Applications for planning and environmental permits were sub-

mitted in December 2002 for 10 buildings to be constructed

on this site. The project comprises a total of 70,778 m² of floor

space for urban industrial activities and 982 parking spaces,

including buildings B 6 and B 1/8.

Brussels Technopark - Building B 6

Archi + I, Atelier d’Art UrbainArchitects

Block 65

Montois Partners / Art & BuildArchitects




Business Class Kantorenpark

(Luchthavenlaan - F)

Archi + IArchitect

Crespel [ Ixelles ]

The planning and environmental permits have been granted.

However, modifications were made to the project and a new

permit is expected in early 2004. This project is being carried

out in partnership.

Ferme des 4 Sapins [ Wavre ]

Les Courses s.a. has been issued a planning permit to turn

Ferme des 4 Sapins into office space. Work is due to start

in 2004 and entails the development of around 2,700 m² of

administrative space.

Fonsny Midi, Block A [ Saint-Gilles ]

The planning and environmental permits were issued in 2003

to Espace Midi s.a. (20% owned by COMPAGNIE IMMOBILIÈRE DE

BELGIQUE) by the Commune of Saint-Gilles for an office building

of 10,000 m².

Juste Lipse II [ Brussels City ]

The planning and environmental permits have been issued to

the Société Espace Léopold (S.E.L.) to allow the extension of the

building housing the Council of Ministers. This project, situated

along the chaussée d’Etterbeek, neighbouring the Résidence

Palace and Juste Lipse I, relates to approximately 15,000 m² of

office space.

Omega Court [ Auderghem ]

In March 2003, the COMPAGNIE IMMOBILIÈRE DE BELGIQUE acquired

AIB-Vinçotte’s former headquarters in Auderghem.

The planning and environmental permits relating to a project

of 17,268 m² of offices and service activities (laboratories, “call

centers”, etc.) as well as the construction of 11,000 m² of resi-

dential (83 apartments) were obtained in 2003.

Portes de l’Europe, Block Q [ Nivelles ]

Planning permission for this large project of 9,600 m² of office

space has been extended until December 2004 at the request

of the Compagnie Immobilière de Wallonie.

Route de Hannut [ Bouge - Namur ]

In September 2002, the subsidiary Compagnie Immobilière de

Wallonie acquired a plot to build approximately 4,440 m² of

offices.

The permit has been granted and construction work is due to

start on the site in 2004.

TBR [ Brussels City ]

Immomills Development has acquired the TBR building on

boulevard du Roi Albert II, occupied by Belgacom. This project

will be carried out via a 50 % partnership with the KBC.

Belgacom is scheduled to leave the building by the end of

January 2005.

This project will make it possible to construct approximately

45,000 m² of office space.

Transpolis [ Zaventem ]

In partnership with BIAC and Wilma Project Development, the

subsidiary Investimmo is examining the possibility of building

an office complex known as “Transpolis” close to the Brussels

National Airport in Zaventem.

Veldimmo [ Waterloo ]

The COMPAGNIE IMMOBILIÈRE DE BELGIQUE and Codic submitted an

application for planning permission in September 2002. This

application, subject to an impact survey in the course of 2003,

relates to a mixed office and residential project.

Willebroek

The subsidiary Projectontwikkelingsmaatschappij Pro Immo

has exercised the purchase option that Investimmo held on a

development of offices, warehouses and industrial sites situated

in Willebroek, along the A12 motorway (former Alvey Europe

site).

In addition to the renovation of the existing building

(1,500 m²), Pro Immo intends to develop a logistical platform

of 30,000 m² for which a planning permit was issued in early

2003. Commercialisation is in progress.

Route de Hannut

Th. Wolf & PartnersArchitectsTBR

Jaspers, Eyers & PartnersArchitects


Jardins de la Couronne - Apartments

A.2R.CArchitect


ResidentialP R O P E R T Y D E V E L O P M E N T

This activity is carried out by the following companies :


Lotinvest

100 %

Compagnie Immobilière de

WallonieCIW

100 %

Les Courses

100 %

ImmobilièreDeka

100 %

ImmomillsDevelopment

100 %

Les Jardins du Nord

66 %

Residential property development projects are often the result of either town planning

requirements or the wish of the public authorities to maintain mixed land use when

developing large sites, but are also the result of a decision by the Group, wishing to

implement this type of development.


Residential

A summary and comments relating to the main residen-

tial developments in progress or commercialised during

the financial years 2002 and 2003 appear hereafter.

P R O P E R T Y D E V E L O P M E N T

Architect

Jardins de Jette

Assar

Launch and continuation of several residential project works, in particular on Jardins de la

Couronne, on Place des Martyrs in Brussels, on “Jardins de Jette” and on “Jardin des Sittelles”

in Woluwé-Saint-Lambert.

Several apartments and houses have been sold at “Jardins de la Couronne” (Ixelles) and

at “Jardins de Jette”.


Maquis

TRIOArchitect

SITES IN PROGRESS ON 31/12/2002

[ Table I ] Main residential buildings in progress on 31/12/2002

Holding%

Company concerned Units

Grand Feu – Bouge 100 % LOTINVEST 14 apartements – 5 houses

Grandgagnage – Liège 100 % CIW 27 apartements

Harscamp – Namur 100 % CIW 10 apartements

Les Jardins de la Couronne 50 % IMMOMILLS DEVELOPMENT 219 apartements at controlled prices158 apartements at unrestricted

Les Jardins de Jette 50 % IMMOMILLS DEVELOPMENT 66 apartements - 10 houses

Maquis - Evere 50 % LES COURSES 8 houses

Place des Martyrs – Block 2/3 - Brussels 100 % IMMOBILIERE DEKA 21 apartements + commercial ground floor

Champ de Villers [ Wavre ]

In association with a partner, Les Courses s.a. is developing

18 single-family houses. Sales are continuing at a lively pace.

Grand Feu [ Bouge ]

In the course of the 2003 financial year, Lotinvest s.a. complet-

ed the construction of 5 single-family houses and a building of

14 apartments. By the end of 2003, the houses and 11 apart-

ments had in accordance with forecasts already been sold.

Grandgagnage [ Liège ]

This development of 27 apartments by the Compagnie

Immobilière de Wallonie, was completed in the course of the

second half of 2002. Commercialisation is in progress.

Harscamp [ Namur ]

Work on this office and residential development, situated at rue

d’Harscamp, at the confluence of the Sambre and the Meuse,

started in May 2001. It comprises 10 apartments. This project

by the Compagnie Immobilière de Wallonie will be completed

during the first quarter of 2004.

Hôpital Français [ Berchem-Sainte-Agathe ]

In 2003, work started on 4 single-family houses on rue des

Combattants.

Furthermore, following the sale of the office building, in 2004

Jardins du Nord s.a. will start with the planning of the last phase

of the project. The road works are set to start in the course of

the first half of 2004. This phase consists of 12 single-family

houses at controlled prices and of around 9,000 m² apartments,

some at controlled prices and some at unrestricted prices.

Jardin des Sittelles

TRIOArchitect

SITES IN PROGRESS OR COMPLETED ON 31/12/2003


ResidentialP R O P E R T Y D E V E L O P M E N T

‡

[ Table II ] Main residential buildings in progress or completed on 31/12/2003

Holding%

Company concerned Units

Champ de Villers – Wavre 50 % LES COURSES 18 single-family houses, 7 of which were sold in 2003

Grand Feu – Bouge 100 % LOTINVEST 14 apartments, 11 of which sold in 20035 houses sold in 2003

Grandgagnage – Liège 100 % CIW 27 apartments, 7 of which were sold in 2003

Harscamp – Namur 100 % CIW 10 apartments

Hôpital Français – Berchem-Sainte-Agathe 66 % JARDINS DU NORD 4 single-family houses

Les Jardins de Jette 50 % IMMOMILLS DEVELOPMENT 166 apartments, 16 of which were sold in 200324 houses, 19 of which were sold in 2003

Les Jardins de la Couronne 50 % IMMOMILLS DEVELOPMENT123 apartments at controlled prices

140 apartments at unrestricted prices,224 of which were sold in 2003

Le Jardin des Sittelles – Woluwé-Saint-Lambert 100 % LES COURSES 16 houses, 5 of which were sold in 2003

Maquis – Evere 50 % LES COURSES 13 houses sold

Place des Martyrs – Block 2/3 – Brussels 100 % IMMOBILIERE DEKA 21 apartments + commercial ground floor11 of which were sold in 2003

Place des Martyrs – Block 8 C – Brussels 100 % IMMOBILIERE DEKA 4 apartments

Les Jardins de Jette [ Jette ]

This is a vast mixed development.

In the course of 2003, 19 houses and 16 apartments were

sold.

On 31/12/2003 :

- 105 houses and 383 apartments had been built;

- 24 houses and 166 apartments were under construction;

- 23 houses and 240 apartments are under consideration (sub-

mission of applications for permits).

Les Jardins de la Couronne [ Ixelles ]

This vast mixed complex comprises in particular the develop-

ment of several apartments.

In the course of 2003, 224 apartments were sold.

For the site as a whole, the situation on 31/12/2003 was :

- 664 apartments had been built;

- 263 apartments were under construction;

- 782 apartments had been sold.

Le Jardin des Sittelles and Les Jardins de Stockel [ Woluwé-Saint-Lambert ]

In September 2003, Les Courses s.a. launched the first phase

of a large residential project comprising 67 single-family houses

and 3 apartment buildings. Work has started on the construc-

tion of 16 single-family houses.

Maquis [ Evere ]

In 2003, Les Courses s.a. completed the construction of 13 sin-

gle-family houses in partnership. All have been sold.

Place des Martyrs, Block 2/3 [ Brussels City ]

The planning and heritage permits have been granted for the

construction of 21 residences and a commercial ground floor.

The reconstruction work has started. In 2003, 11 apartments

were sold.

Place des Martyrs, Block 8 C [ Brussels City ]

Commercialisation is in progress. A complex of four apartments

will be handed over in the Summer of 2004.

SITUATION ON 31-12-2003


Forte dei Marmi [ Ixelles ]

This is a development of 12,000 m2 of residential for which

an application for a planning permit will be submitted in early

March 2004 by Forte dei Marmi, in which Conception et

Coordination Léopold has a 70 % shareholding and the SDS/

Treborimo partnership a 30 % holding.

The deadline for completion is 36 months after the granting

of the permits.

Grand Feu [ Bouge ]

A last phase of 13 single-family houses will be carried out in

2004.

Le Jardin des Sittelles [ Woluwé-Saint-Lambert ]

A planning permit for a first apartment building and planning

permits for a second phase of 20 single-family houses will be

implemented in 2004.

Louise-Michel [ Molenbeek-Saint-Jean ]

A project of approximately 4,200 m² of residential has been

submitted to obtain the planning permits. This project will

make it possible to cover the planning charges of the “Lavallée”

project.

Place des Martyrs, Block 7 [ Brussels City ]

An application for planning permission was submitted at the

end of 2002 with a view to obtaining authorisation to build a

hotel with a maximum of 50 bedrooms.

A historical analysis has been carried out in order to determine

the historical features that must be kept. The survey by the

Royal Commission of Monuments and Sites is in progress.

Place des Martyrs, Block 8A [ Brussels City ]

This is a building of approximately 1,270 m² with a commercial

ground floor and 5 apartments on the upper floors. The plan-

ning permit for this mixed project of commercial premises and

residential was obtained in 2003. The heritage permit has also

been granted with regard to the structure.

Rue du Pépin [ Brussels City ]

A planning permit was issued in 2003 for a residential project

of approximately 1,830 m².

Rues Wiertz, Godecharle and d’Idalie - Project Euro Village [ Ixelles ]

At the end of 2003, the Société Espace Léopold (S.E.L.) sold

Hansen-Grimmo the property earmarked for the construction

of 24,000 m2 of residential on rue Wiertz and rue Godecharle

and a hotel of 8,000 m2 on rue d’Idalie.

The permits were issued in January 2004 and work should start

in April 2004.

Grand Feu

Benoît HocqArchitect

Place des Martyrs, Block 8C

d’UrselArchitect

Rue du Pépin

Archi + IArchitect

PROJECTS UNDER CONSIDERATION


Micheroux’s Farm


LandP R O P E R T Y D E V E L O P M E N T

The Land Development activity is carried out by the following companies :


Lotinvest

100 %

Les Courses

100 %


LandP R O P E R T Y D E V E L O P M E N T

The sales recorded by the Land Development activity have

increased tangibly both in terms of number of transac-

tions and in terms of turnover. Considerable investments

were also made in land development in 2003.

This means that the Land Development activity related to

250 transactions.

Champs de Villers II

Following the granting of land development permits in 2002-2003 work

has started on new plots.

250 transactions have been carried out.


As shown by the table below, the stock of land is up, despite

the numerous sales recorded in 2003. This is the result of an

active policy of land acquisition and development.

Investments in plots and infrastructure amounted to around

7,350 MEUR. This relates in particular to the land develop-

ments of Wavre (“4 Sapins” and “Champ de Villers”), Waterloo,

Ganshoren, Soumagne and Raeren which made a significant

contribution to the department’s turnover.

Various factors explain this growth : the significant investments

in the development of new projects following the granting of

land development permits, the low mortgage interest rates and

a general climate that was propitious to property investment.

Following the granting of land development permits in 2003,

infrastructure work on new projects will be carried out in

2004 in Genval, Berchem-Sainte-Agathe, Vedrin, Waremme,

Raeren, Bredene, Waterloo, Erpent, Eupen, Soignies, Chastre

and Enghien.

2001 2002 2003

Stocks of Land (m2)

In use 671,206 540,398 594,369

In reserve 1,963,880 1,993,632 2,118,871

Total 2,635,086 2,534,030 2,713,240

Sale of plots (m2) 132,476 199,184 229,496

Number of transactions 216 220 250

Micheroux’s Farm Storm basin of Soumagne


Law Courts extension (Mons)

Doré et SobczakArchitects


P R O J E C T M A N A G E M E N T


The COMPAGNIE IMMOBILIÈRE DE BELGIQUE provides all Project

Management services via its subsidiary Progex.

Project Management consists of rigorously managing

deadlines and budgets and supervising the quality of the

constructions to be built. It ensures the exchange of infor-

mation between the Owners, the architects, the planners

and the contractors. Its project management must be

rigorous and precise enough to allow it to objectively

pinpoint the progress of the projects at different phases

and to allow the various parties involved to make fully

informed decisions.

P R O J E C T M A N A G E M E N T

Architects

ACEC 38

Doré et Sobczak

Three projects have been completed (Drogenbos, Namur and Vilvoorde)

Work continued on ten projects in Brussels, Namur, Mons and in

the Grand-Duchy of Luxembourg.

Studies into four new projects have been launched.


In 2003, Progex not only carried out work for the Group’s com-

panies but also for Société Espace Léopold (S.E.L.), Befimmo,

Dexia and Fortis Real Estate.

This year, Progex completed the sites of Amadeus Square

(Phase 2) in Drogenbos, the Harscamp building (office part) in

Namur and AIB Vinçotte in Vilvoorde.

Progex also continued its work on the Central Plaza, Regina,

Place des Martyrs, Jardins de la Couronne, Schuman 11, Block

65, Belliard Ardenne projects in Brussels, the Harscamp build-

ing (residential part) in Namur, the Law Courts in Mons and

WestSide Village in the Grand-Duchy of Luxembourg.

Studies into new projects were also launched in 2003 : an

office building at the Route de Hannut in Bouge, Acec 38 in

Charleroi, Omega Court in Brussels and the Astrid Logistics

Center in Willebroek.

Schuman 11

Assar Architect

Regina

AtlanteArchitect

Law Courts extension

Doré et SobczakArchitects

Place des Martyrs, Block 2/3

d’UrselArchitect


Fire Station in La Louvière

CARRE 7Architecte


M I S C E L L A N E A


DecontaminationM I S C E L L A N E A

In Belgium, ground decontamination is a matter that is in the

hands of the regions. Flanders has laid down regulations and

drawn up an administrative framework for ground decontami-

nation since 1995. This legislation is currently undergoing far-

reaching changes. In Wallonia and the Brussels-Capital Region,

laws are currently being prepared.

According to the definition of the OVAM (Openbare

Vlaamse Afvalstoffenmaatschappij), brownfields are

“(former) industrial sites that have either been abandoned

(wasteland) or underdeveloped, or sites whose expansion

or development are hampered by the (possible) presence

of ground pollution or activities that constitute a threat

for the ground, but that have a potential for reuse and

development in the broader sense”.

The subsidiary Investimmo has set up a specialised company

with a partner whose aim is to play an active role on this new

market.

Brownfields n.v. was therefore set up in mid 2001. The main

shareholders are Investimmo n.v. and Sita Remediation n.v.

Brownfields n.v. combines know-how in the field of ground

decontamination and property development. The company’s

objective is to decontaminate and redevelop “brownfields”.

Brownfields n.v. offers two types of services : it either plays the

role of a multidisciplinary consultant on behalf of the owner of

the polluted site, or it takes on the high-risk task of developing

and preparing the site. In this last case, it acquires an option

on the polluted site, accepts the obligation to decontaminate

it and prepares the site for reallocation. The end result is a site

that is viable for the final developer.

At present, Brownfields n.v. is negotiating consultancy work

with several industrial groups and preparing the redevelop-

ment of sites on which it has acquired options, in particular

within the framework of the “Bodemsaneringsfonds voor

Benzinestations” (Bofas).

brownfields


Réforme & Nizet-Thirion is a construction company active in the fields of the construction and renovation of civil engineering buildings, monument restoration and waste water treatment plants, in both the public and private sectors.

During the year 2003, eleven sites were handed over total-ling 21,630 m² (compared with 4,010 m² in 2002), including the following :

• the construction of an apartment building on behalf of Kulapro n.v. in Hoeilaart ;

• the construction of an office building at rue d’Harscamp in Namur for the Compagnie Immobilière de Wallonie ;

• the removal of asbestos and demolition of the “Tour du nursing” of the “Institut Provincial d’Enseignement secondaire paramédical” in Mons, for the Province of Hainaut (as part of a joint venture) ;

• the construction of a waste water treatment plant in Jodoigne for the “Intercommunale du Brabant Wallon” (as part of a joint venture) ;

• the construction of a new fire station in La Louvière for the town of La Louvière (as part of a joint venture) ;

• lthe decontamination and redevelopment of an industrial site into a sorting centre in Wandre on behalf of Van Gansewinkel n.v.

Ten sites are still under development at the end of the financial year, including :

• the construction of an apartment building at rue d’Harscamp in Namur on behalf of the Compagnie Immobilière de Wallonie ;

• the construction of a 12 apartment building (ready for immediate occupation) in Hermalle s/Argenteau on behalf of Visimmo s.a. ;

• the construction of a maintenance complex at the Caserne Saint-Thibault de Flawinne on behalf of the Ministry for National Defence (as part of a joint venture) ;

• the removal of asbestos and interior renovation of the Tour du Midi in Brussels on behalf of the Office National des Pensions - lots 1 and 2 (as part of a joint venture) ;

• the construction of a 100 bed convalescent home for the Frameries CPAS ;

• the construction, closed shell, of the 2nd phase of the Haute Ecole Léon Eli Troclet in Jemeppe on behalf of the Service des Bâtiments of the Province of Liège (as part of a joint ven-ture) ;

• the renovation of a shopping centre and loft complex, Place Saint-Lambert in Liège, on behalf of Les Galeries Saint-Lambert s.a. (as part of a joint venture) ;

• the construction of the extension to the Law Courts in Mons, for the Compagnie Immobilière de Wallonie.

As for future prospects, it is also important to mention a few sites on which work will be started in 2004 :

• the extension of the main work of the Saint-Luc clinic in Bouge ;

• the reconstruction and extension of the Maison Communale d’Amay – lots 1 and 2 (main work and fittings);

• the renovation of two buildings in Mairie de Quartier and resi-dential in Liège (Saint- Severin) on behalf of the City of Liège ;

• the reallocation of the Jouret site in Haine-Saint-Pierre into 19 council housing for the Société Wallonne du Logement ;

• the site logistics for the construction of a convalescence home in Neder-Over-Heembeek for the Brussels CPAS ;

• the renovation and the construction of an apartment building and day nursery for the Commune of Anderlecht.

IndustryArchitect

Waste water treatment

plant in Jodoigne

Jean-Marie Renquin

M I S C E L L A N E A


Property Portfolio M I S C E L L A N E A

The year 2003 has been marked by the continuation of the

Group’s policy of realising its Property Portfolio in Belgium

and abroad, implemented as opportunities arise on the mar-

ket. This means that the Property Portfolio only represents

6,046 m² of floor space in Belgium, a reduction of 75 % and

25,000 m² abroad, i.e. a reduction of 13 % compared with

2002, following the transfer of around 25,000 m² earmarked

for redevelopment by the Property Development department.

The consolidated book value of the Group’s entire Property

Portfolio has been reduced from 118.3 MEUR in 2001 to

67.2 MEUR in 2002 and 46 MEUR in 2003.

The gross investment value of the Group’s entire Property

Portfolio has fallen from 82.6 MEUR in 2002, to 43.8 MEUR

in 2003, i.e. a reduction of 47 %. This is based either on

external evaluations of the Property Portfolio or internal

evaluations prior to possible sales.

The 38.8 MEUR decrease in gross investment value of

the Property Portfolio is due to the sale of buildings in

Anderlecht (Place du Droit), Ixelles (Louise 500), La Louvière

(Belle Vue), Charleroi (Audent), in Montreal (BNP), of an

industrial warehouse in Machelen and of the transfer of

certain properties to the Property Development depart-

ment.

Continuation of Property Portfolio disposals.

Architect

Campona Shopping Center

Hungaro Austro Plan


Floor space above ground (COMPAGNIE IMMOBILIÈRE DE BELGIQUE’S share of the Property Portfolio in Belgium and abroad) [in m2]

2001 2002 2003

Belgium

Offices 43,010 41,949 6,046

Commercial 4,906 740 -

Residential 10,094 - -

Industrial 6,500 6,500 0

Total Belgium 64,510 49,189 6,046

Abroad

Commercial floor space 62,046 46,164 40,000

Total Belgium and Abroad 126,556 95,353 46,046

Gross investment value (in MEUR) 143.4 82.6 43.8

Trois Arbres

Ingénieur-Architecte Nicolas KerstenArchitect

BELGIUM

Namur Square Léopold

The Group’s share in this building situated on Square Léopold

in Namur (close to the station) comprises 3,702 m² of offices

and 220 parking spaces. It is mainly let to the Walloon Region

(M.E.T.).

Trois Arbres

This office complex (approximately 2,400 m²) with caretaker’s

lodge and 66 parking spaces, situated at rue des Trois Arbres in

Uccle in a park of approximately 1 ha, is let to two pharmaceuti-

cal companies. A provisional purchase offer was received and

accepted at the end of December 2003 and a provisional sales

agreement was signed on the 13th of February 2004.

ABROAD

Budapest - Campona Shopping Center

This major shopping centre, opened in September 1999,

belongs to the wholly-owned Hungarian subsidiary of COMPAGNIE

IMMOBILIÈRE DE BELGIQUE, Campona’99 Kft. It is situated within the

southern agglomeration of Budapest, in the XXIInd District bor-

dering the Budapest Ring Road.

It is a shopping centre, built and developed according to high

quality standards, of 40,000 m², covering a 10 ha site, comprising

around ten department stores and 155 commercial units. Leases

have been signed for 91.2 % of the floor space of the develop-

ment. The Centre also includes an 11 screen cinema, a bowling

alley, a Tropicarium as well as around fifteen restaurants.

The shopping centre has adjoining deck parking on 3 levels

with space for 1,400 cars.

Since mid November 2003, the addition of a Tesco hypermarket of

approximately 12,500 m² of retail space with adjoining car parks

(1,000 additional spaces) has made it even more attractive.

Furthermore, a long-term specific refinancing without recourse

was set up on the 22nd of January 2004 for the Campona

Shopping Center.

Namur Square Léopold

C. HoussiauxArchitect

2003A N N U A L R E P O R T56

AccountsC O N S O L I D AT E D


ASSETS Notes 31-12-2003 31-12-2002

F IXED ASSETS 85,158 106,725

II. INTANGIBLE F IXED ASSETS 232 237

IV. TANGIBLE F IXED ASSETS 1 52,454 71,456

A. Land and buildings 284 397

B. Plant, machinery and equipment 236 202

C. Furniture and vehicles 515 559

D. Leasing and similar rights 1,011 1,149

E. Other tangible fixed assets 50,408 69,149

V. F INANCIAL F IXED ASSETS 32,472 35,032

A. Companies accounted for using the equity method

2 17,296 17,529

1. Participating interests 17,296 17,529

B. Other companies 15,176 17,503

1. Participating interests and shares 3 14,533 15,837

2. Amounts receivable 643 1,666

CURRENT ASSETS 372,173 305,981

VI. AMOUNTS RECEIVABLE AFTER ONE YEAR 10

B. Other amounts receivable 10

VII. STOCKS AND CONTRACTS IN PROGRESS

4270,328 216,175

A. Stocks 212,846 191,311

B. Contracts in progress 57,482 24,864

VIII. AMOUNTS RECEIVABLE WITHIN ONE YEAR

5 66,662 55,102

A. Trade debtors 43,070 33,580

B. Other amounts receivable 23,592 21,522

IX. SHORT TERM INVESTMENTS 26,533 27,332

B. Other investments 26,533 27,332

X. CASH AT BANK AND IN HAND 7,868 6,505

XI. DEFERRED CHARGES AND ACCRUED INCOME 782 857

TOTAL ASSETS 457,331 412,706

Consolidated balance sheetC O N S O L I D AT E D A C C O U N T S

[ IN THOUSAND EUR]

59C O M PA G N I E I M M O B I L I È R E D E B E L G I Q U E

LIABILITIES Notes 31-12-2003 31-12-2002

GROUP’S EQUITY 169,604 208,273

EQUITY (C O M P A G N I E I M M O B I L I E R E D E B E L G I Q U E ’s share) 6 169,599 208,272

I. CAPITAL 100,000 97,201

II. SHARE PREMIUM ACCOUNT 25,419

IV. RESERVES 64,641 78,921

V. CONSOLIDATION DIFFERENCES 2,441 2,441

VI CONVERSION DIFFERENCES 2,517 4,290

THIRD PARTY INTERESTS 5 1

VIII. THIRD PARTY INTERESTS 5 1

PROVIS IONS AND DEFERRED TAXES 4,716 2,540

IX. PROVIS IONS AND DEFERRED TAXES 7 4,716 2,540

A. Provisions for liabilities and charges 4,716 2,063

1. Pensions and similar obligations 18 18

3. Major repairs and maintenance 23 23

4. Other liabilities and charges 4,675 2,022

B. Deferred taxes 0 477

DEBTS 283,011 201,893

X. AMOUNTS PAYABLE AFTER ONE YEAR 109,353 63,684

A. Financial debts 8 108,950 63,089

3. Leasing and similar liabilities 524 663

4. Credit institutions 108,426 62,426

D. Other debts 403 595

XI. AMOUNTS PAYABLE WITHIN ONE YEAR 9 167,335 134,942

A. Current portion of amounts payable after one year 9,503 52,021

B. Financial debts 41,785 22,472


C. Trade debts 70,465 22,390

1. Suppliers 70,465 22,390

D. Advances received on contracts in progress 4,974 3,068

E. Amounts payable for taxes, remuneration and social security 4,511 3,433

1. Taxes 3,306 2,089

2. Remuneration and social security 1,205 1,344

F. Other debts 36,097 31,558

XII. ACCRUED CHARGES AND DEFERRED INCOME 6,323 3,267

TOTAL L IABIL IT IES 457,331 412,706


Notes 31-12-2003 31-12-2002

I. OPERATING INCOME 103,266 138,023

A. Turnover 10 128,882 109,141

B. Variation in stocks of finished goods, work and contracts in progress -39,445 5,303

D. Other operating income 11 13,829 23,579

II. OPERATING EXPENSES 81,539 126,258

A. Raw materials, consumables and goods for resale

37,201 67,514

1. Purchases 142,853 99,724

2. Variation in stocks -105,652 -32,210

B. Services and other goods 22,380 28,850

C. Remuneration, social security costs and pensions

9,918 20,164

D. Depreciation and write-off on establishment costs, tangible and intangible fixed assets 4,740 6,100

E. Write-off on stocks, contracts in progress and trade debtors (increase +, decrease-) 37 -1,644

F. Provisions for liabilities and charges (increase +, use and decrease -) 3,007 -2,605

G. Other operating charges 4,256 7,879

Operating results of fully and proportionately consolidated companies 21,727 11,765

Share in operating results of companies accounted for by the equity method -81 1,410

III. OPERATING RESULT 21,646 13,175

IV. F INANCIAL INCOME 2,706 8,583

A. Income from financial fixed assets 67 4,964

B. Income from current assets 2,081 3,492

C. Other financial income 558 127

V. F INANCIAL CHARGES 11,349 10,181

A. Interest and other debt charges 9,062 8,006

C. Other financial charges 2,287 2,175

Financial result of fully and proportionately consolidated companies -8,643 -1,598

Share in financial results of companies accounted for by the equity method -25 -203

F INANCIAL RESULT 12 -8,668 -1,801

Current results for fully and proportionately consolidated companies 13,084 10,167

Share in current results of companies accounted for by the equity method -106 1,207

VI. CURRENT RESULT BEFORE TAXATION OF THE GROUP 12,978 11,374

Consolidated income statement[ IN THOUSAND EUR]

C O N S O L I D AT E D A C C O U N T S


31-12-2003 31-12-2002

VII. EXTRAORDINARY INCOME 973 2,141

B. Reversal of write-offs on financial fixed assets 900

D. Gain on disposal of fixed assets 73 989

E. Other extraordinary income 1,152

VIII. EXTRAORDINARY CHARGES 956 17,395

A. Depreciation and write-offs on establishment costs, tangible and intangible fixed assets 16,377

B. Write-off on financial fixed assets 1,000

D. Loss on disposal of fixed assets 942 4

E. Other extraordinary charges 14 14

EXTRAORDINARY RESULT 17 -15,254

IX. PRE-TAX PROFIT OF FULLY CONSOLIDATED COMPANIES AND COMPANIES ACCOUNTED FOR BY THE EQUITY METHOD 12,995 -3,880

X. INCOME TAXES -9,330 -6,945

A. Income taxes on the result of fully and proportionately consolidated companies -9,217 -6,350

B. Share in income taxes on the result of companies accounted for by the equity method -113 -595

XIII. CONSOLIDATED PROFIT 3,665 -10,825

XIV. SHARE OF THIRD PARTIES IN THE RESULT

XV. COMPAGNIE IMMOBIL IERE DE BELGIQUE’S SHARE IN THE RESULT 3,665 -10,825

Appropriation of the consolidated results31-12-2003 31-12-2002

Total result for the financial period 3,665 -10,825

1. COMPAGNIE IMMOBILIÈRE DE BELGIQUE’s share 3,665 -10,825

2. Third parties’ share

Appropriation of COMPAGNIE IMMOBILIÈRE DE BELGIQUE’s share 3,665 -10,825

1. Drawing on / appropriation to the reserves 3,665 -10,825

Appropriation of third parties’ share

1. To reserves


ASSETS

Note 1. Tangible fixed assets

Tangible fixed assets include land and buildings intended for the Portfolio sector. They amount to 52,454 KEUR, compared with 71,456 KEUR on 31st December 2002, a decrease of 19,002 KEUR. The changes in this account are summarised as follows :

31-12-2003

Acquisitions during the year 1,586

Disposals during the year -16,039

Transfers from one heading to another 47

Depreciation -4,596

-19,002

31-12-2003 31-12-2002

Espace Léopold Group 13,062 13,443

Development - Offices & Enterprise Real Estate 4,234 4,086

17,296 17,529

Variation during the year -233

The disposals during the year have mainly been influenced by the disposal of the following buildings : “Bld Audent” in Charleroi, “Belle Vue” in La Louvière, “Louise 500” in Brussels and “BNP” in Montreal.

Note 2. Companies accounted for using the equity method

Instead of the book value of the companies concerned, this heading shows COMPAGNIE IMMOBILIÈRE DE BELGIQUE’s share in the consolidated equity of the companies consolidated by the equity method. The breakdown of this account by sector of activity is as follows :

Notes to the consolidated accounts[ IN THOUSAND EUR]



Note 3. Participating interests and shares

The participating interests and shares held by the Group amount to 14,533 KEUR and relate to the following sectors :

31-12-2003 31-12-2002

Development - Offices & Enterprise Real Estate / Residential 10,986 12,491

Development - Land Development 200

Miscellaneous 3,347 3,346

14,533 15,837

Variation during the year -1,304

Note 4. Stocks and contracts in progress

Stocks

This heading covers the sites destined for the Development sector. The breakdown of this account by sector is as follows :

31-12-2003 31-12-2002


Development - Residential 34,218 29,676

Development - Land Development 26,698 26,321

Miscellaneous 350 342

212,846 191,311

Variation during the year 21,535

Contracts in progress

The breakdown of this account by sector is as follows :

31-12-2003 31-12-2002




57,482 24,864



31-12-2003 31-12-2002



Project Management 744 2,413


66,662 55,102

Note 5. Amounts receivable within one year

These amounts relate to the following sectors :

L IABIL IT IES

Note 6. Equity - COMPAGNIE IMMOBILIÈRE DE BELGIQUE’s share

COMPAGNIE IMMOBILIÈRE DE BELGIQUE’s share of equity amounts to 169,599 KEUR. The decrease of 38,673 KEUR compared with the previous year is due to the following changes :

31-12-2003

Repayment of capital by cash pay-out (EGM of 20th June 2003) -40,565

Consolidated result for the period 3,665

Variation in conversion differences arising from consolidation of foreign subsidiaries -1,773

-38,673



Note 7. Provisions and deferred taxes

The provisions set up by the Group under this heading relate to the following sectors :

31-12-2003 31-12-2002


Development - Land Development 48 57


4,716 2,540


The change in this account is summarised as follows :

New provision 3,498

Release and utilisation -968

Changes in scope of consolidation -354

2,176

Note 8. Amounts payable after one year – Financial debts

Financial debts payable after one year amount to 108,950 KEUR compared with 63,089 KEUR as at 31st December 2002, an increase of 45,861 KEUR.The maturity schedule of long-term financial debts is as follows :

2005 2006 2007 Total

88,771 17,512 2,667 108,950

31-12-2003

New borrowings 77,172

Repayment of loans during the financial year -16,868

Transfer to the headings “Amounts payable within one year - Current portion of amounts payable after one year” -14,443

45,861

The breakdown of this 45,861 KEUR increase compared with the previous year is as follows :


Note 9. Amounts payable within one year

The amounts payable within one year relate to the following sectors :

31-12-2003

Development - Offices & Enterprise Real Estate / Residential 142,303

Development - Land Development 5,892

Project Management 559

Miscellaneous 18,581

167,335

The debts for “Offices & Enterprise Real Estate / Residential” mainly comprise the financial debts related to the implemented projects financing and the acquisition cost of certain projects for which payments is due in 2004.

RESULTS

Note 10. Turnover

The consolidated turnover does not include turnover of companies accounted for by the equity method. The breakdown of turnover by sector is as follows :

31-12-2003 31-12-2002

Development - Offices & Enterprise Real Estate (1) 62,870 6,864

Development - Residential (2) 29,903 7,981


Project Management 1,639 2,278

Miscellaneous (3) 23,781 82,340

128,882 109,141

(1) Disposal of the buildings “Business Class Kantorenpark - Building F” in Vilvoorde, “Fonsny Midi Block B” in Saint-Gilles, “Harscamp” in Namur and “Amadeus

Square” in Drogenbos has contributed to the turnover from “Development of Offices & Enterprise Real Estate.”

(2) The turnover from “Residential Development” is mainly influenced by the following development projects : “Jardins de la Couronne” in Ixelles, “Jardins de Jette”

in Jette, “Place des Martyrs” in Brussels and “Grandgagnage” in Liège.

(3) The lower turnover from “Miscellaneous” is explained by the disposal of shares in Les Entreprises Louis De Waele s.a. in July 2002 and the disposals of buildings

carried out during the previous and current years.



Note 11. Other operating income

The breakdown by sector is as follows :

31-12-2003 31-12-2002


Development - Land Development 437 591

Project Management 92 129


13,829 23,579

Note 12. Financial result

The financial result of -8,668 KEUR is made up as follows :

31-12-2003 31-12-2002

Dividends from non-consolidated companies and interest on long-term loans 67 4,964

Gain on disposal of current assets 1,135

Debt charges -7,857 -5,070

Result of cash management -878 -2,830

-8,668 -1,801

The heading “Miscellaneous” includes the capital gains on the disposal of buildings by the Property Portfolio sector.


+ cash in, - cash out 1998 1999 2000 2001 2002 2003 Notes

Cash flow 33,342 27,838 32,661 32,145 8,297 10,072 1

Change in working capital requirement

Stocks -50,967 -25,558 5,563 14,524 -51,132 -12,508

Contracts in progress -13,238 -6,693 -32,794 105,038 -14,274 -12,243

Advances received on contracts in progress 7,214 3,198 13,070 -69,299 -6,210 1,906

Other balance sheet items 31,561 -11,430 50,654 -65,376 38,604 17,704

Total change in working capital requirement -25,429 -40,483 36,493 -15,113 -33,012 -5,141 2

CASH FLOW FROM OPERATING ACTIVITIES 7,912 -12,645 69,154 17,032 -24,715 4,931

Investments

Tangible and intangible fixed assets -9,420 -17,625 -22,514 -3,291 -3,371 -1,726

Financial fixed assets – shares -3,049 -42,124 -14,411 -647 -1,069

Financial fixed assets – accounts receivable -570 -942 -3,839 -1,808 -1,116 -297

New long-term loans granted -7,536 -2,016

Total investments -13,039 -26,103 -70,493 -19,510 -5,134 -3,092

Disposals

Tangible and intangible fixed assets 4,016 6,272 4,414 54,355 35,040 16,039 3

Financial fixed assets – shares 20,897 1,983 67,722 1,713 4,286 267

Financial fixed assets – accounts receivable 3,570 4,487 555 3,846 6,816 328

Repayments of long-term receivables 942 843 8,800 1,258 1,375

Total disposals 29,425 13,585 81,491 61,172 47,517 16,634

CASH FLOW FROM INVESTING ACTIVITIES 16,386 -12,519 10,998 41,662 42,383 13,542

Cash flow from financing activities

Repayments of capital -37,468 -40,565

New long-term debts 38,423 87,159 4,900 3,222 103,707 77,172 4

Repayment of long-term debt -82,871 -24,740 -69,670 -50,487 -115,626 -31,311 5

Dividends paid -7,883 -11,808 -11,808

CASH FLOW FROM FINANCING ACTIVITIES -44,447 54,537 -76,578 -59,073 -49,387 5,296

CHANGE IN CASH AND CASH EQUIVALENTS -20,149 29,373 3,574 -379 -31,719 23,769

Cash and cash equivalents at beginning of year -21,356 -41,505 -12,132 -8,558 -8,937 -40,656

Cash and cash equivalents at end of year -41,505 -12,132 -8,558 -8,937 -40,656 -16,887

Consolidated cash fl ow statement[ IN THOUSAND EUR]



Notes to the consolidated cash fl ow statementNote 1. Cash flow + cash in, - cash out

Components of the cash flow :

Net result for the year Depreciation New provisions Amounts

written off Total

31-12-2003 3,665 4,740 2,530 -863 10,072

31-12-2002 -10,825 22,477 -2,711 -644 8,297


Note 2. Change in working capital requirement

Breakdown by sector of activity :

Development - Offices & Enterprise Real Estate / Residential -18,352

Development - Land Development -734

Project Management 1,995

Miscellaneous 11,950

-5,141

Note 3. Disposals of tangible and intangible fixed assets

This item mainly comprises the disposal of the following buildings : “Bld Audent” in Charleroi, “Belle Vue” in La Louvière, “Louise 500” in Brussels and “BNP” in Montreal.

Note 4. New long-term debts

New debts contracted :

Bank loans 77,161

Leasing, similar obligations and miscellaneous 11

77,172

Note 5. Repayment of long-term debt

Repayment of loans during the financial year -16,868

Transfers to the account “Amounts payable within one year - Current portion of amounts payable after one year” -14,443

-31,311

[ IN THOUSAND EUR]


Supplementary notes to the consolidated accounts

I. Consolidation criteria

a) Criteria governing the use of full consolidation :Full consolidation is used for subsidiaries over which the consolidating company exercises sole control, either by law or in fact. Furthermore, the subsidiaries concerned must be of significant importance relative to the Group. Companies whose balance sheet total is less than 5 MEUR are not consolidated.

b) Criteria governing the use of proportional consolidation :Proportional consolidation is applied for joint subsidiaries, i.e. companies over which control is exercised jointly by a limited number of shareholders.

c) Criteria for the equity method :The equity method is applied to affiliated companies over which significant influence is exercised by one or more companies included in the consolidation, provided they meet the size criteria mentioned above.

II. A. List of fully consolidated subsidiaries

Name Head-quarters Country code VAT N° % interest

Campona ‘99 Kft Budapest HU - 100.00

COMPAGNIE IMMOBILIÈRE DE BELGIQUE Brussels BE 405 966 675 100.00

Compagnie Immobilière de Participations Financières Brussels BE 454 107 082 100.00

Compagnie Immobilière de Wallonie Wavre BE 401 541 990 100.00

Egimo Brussels BE 403 360 741 100.00

Harmonia Brussels BE 444 218 131 96.17

Immobilière Deka Brussels BE 417 100 196 100.00

Immomills Development Brussels BE 419 555 682 100.00

International Finance & Real Estate Luxembourg LU - 100.00

Investimmo Brussels BE 403 342 826 100.00

Les Courses Brussels BE 442 973 165 100.00

Lotinvest Brussels BE 451 565 088 100.00

Palmetto Associates Inc. Delaware US - 100.00

Progex Brussels BE 462 629 325 100.00

Projectontwikkelingsmaatschappij Immo Brussels BE 443 551 997 100.00

Réforme & Nizet - Thirion Flémalle BE 402 973 335 100.00

Sienn Center Rotterdam NL - 100.00

Sofipari Brussels BE 449 032 596 100.00

[ IN THOUSAND EUR]



II. B. List of subsidiaries not fully consolidated(reason : application of the above consolidation criteria - balance sheet total below the required level)


Alcor Brussels BE 419 245 579 100.00

Compagnie Immobilière Luxembourgeoise Luxembourg LU - 100.00

Demetex Verviers BE 435 431 218 100.00

Espace Nivelles Brussels BE 472 279 241 100.00

Foncière Jennifer Brussels BE 464 582 884 100.00

Icos Benelux Brussels BE 419 553 209 100.00

Les Jardins du Nord Brussels BE 444 857 737 66.67

III. A. Subsidiaries consolidated by the proportionate method


Core Kft Budapest HU - 52.55

Ilot Ecluse Gilly BE 441 544 592 50.00

Immo Gaucheret Brussels BE 469 969 057 50.00

Nouvelle Société Cimmobel Brussels BE 437 638 759 50.00

Lex 2000 Brussels BE 403 364 996 50.00

Société Espace Léopold Brussels BE 435 890 977 50.00

Soprima Luxembourg LU - 50.00

III. B. Subsidiaries not consolidated by the proportionate method (reason : application of the above consolidation criteria - balance sheet total below the required level)


Espace Trianon Embourg BE 450 883 417 50.00

Ilot Ferrer Gilly BE 444 409 260 50.00

Immobilière Drève du Garde Brussels BE 479 938 083 50.00

Veldimmo Brussels BE 430 622 986 50.00

Vilpro Brussels BE 437 858 295 50.00

IV. A. List of companies accounted for using the equity method


Conception et Coordination Léopold Brussels BE 437 911 844 36.25

Forum Léopold D3 Brussels BE 445 600 083 35.50

Infrastructures et Développements Immobiliers Brussels BE 432 248 925 37.47

Promotion Léopold Brussels BE 439 904 896 35.50


IV. B. List of companies not accounted for using the equity method(reason : application of the above consolidation criteria - either the% held or the balance sheet total is below the level required)


Brownfields Grimbergen BE 475 562 591 42.00

EGLB Beteiligungs GmbH Berlin DE - 14.40

Espace Belliard Brussels BE 452 821 833 25.00

Espace Midi Brussels BE 402 594 342 20.00

Eurocasino Brussels BE 467 730 238 19.00

Foncière du Parc Brussels BE 433 168 544 14.29

Foncière Tour Louise Brussels BE 437 753 377 12.50

Immobilière Puvrez Brussels BE 447 825 739 19.97

La Meute Brussels BE 474 581 408 11.50

Les Etangs du Nord Brussels BE 439 480 373 45.00

Metropolitan Buildings Brussels BE 432 742 734 15.00

VI. Accounting principles

The accounting principles used in drawing up the consolidated accounts are similar to those applied to the company accounts.There are certain divergences in the accounting principles of the various consolidated companies. Since these are of minor importance, the accounts have not been restated.

Restatement and eliminationsThe application of uniform accounting principles and valuation methods for each sector within the Group makes it possible to present the accounts of the consolidated companies on the same economic basis. After aggregating the balance sheets and the income state-ments, restated as necessary, the reciprocal amounts are eliminated, as are the profits and losses from operations carried out between companies in the Group.

Gain or loss of interestA gain or loss is recorded in the income statement if there is a decrease in the percentage held in a consolidated company when new shares are issued. If in the same situation the Group increases its percentage shareholding, the resulting difference is entered as con-solidation differences in the assets.

Conversion of assets and liabilities in foreign currencyAssets and liabilities recorded in foreign currency are converted at the official exchange rate at the end of the year. For Belgian compa-nies, this applies to items not recorded in EUR. The losses or gains resulting from these conversions, together with the exchange rate differences made on operations during the year, are recorded in the income statement.

Conversion of financial statements of foreign companiesThe balance sheets of foreign companies are converted into EUR at the official exchange rates at the end of the year and the income statements at the average rate for the year. The differences resulting from this conversion method are debited or credited to equity; the Group’s share in these differences appears under “Conversion differences” under consolidated equity.

Year endThe consolidated accounts are closed on 31st December, i.e. the closing date of the parent company and the great majority of the con-solidated companies. When the closing date of a company is between 30th September and 31st December, its annual accounts are used on an “as is” basis; if the closing date is before 30th September, interim accounts as per 31st December are drawn up for the purposes of consolidation.



Tangible and intangible fixed assetsFixed assets are recorded at their historic cost, less cumulative depreciation calculated over the estimated economic lifetime of the assets concerned, according to the straight line method. The lifetimes used are : Intangible fixed assets : - goodwills : 20 years; - know-how and other : 5 years.Tangible fixed assets : - buildings : 20 - 50 years; - plant, machinery and equipment : 3 - 10 years; - land rights and long leases : the duration of the legal right to the asset, or the economic lifetime, whichever is less; - complex installations, machinery and special equipment : 5 - 20 years; - leasing and similar rights : duration of the lease.Acquisitions are recorded at their acquisition cost, or at their contribution value, or at their cost price; repairs and maintenance are debited to the Income Statement.

Goodwill arising on first consolidation or acquisitionWhen a company is consolidated for the first time, a difference arises between the cost price of its shares and the share in its equity.This difference is usually explained by the existence of latent capital gains and losses in the assets and liabilities of the company acquired, or by the future profitability which it is hoped the investment will bring. As of 1st of January 1988, the main differences arising on revalua-tion of the assets and liabilities are accounted for by increasing or decreasing the balance sheet items concerned, and are amortised, depreciated or recorded in the result according to the rules for these items. The remaining difference, which by nature is intangible, is recorded in the consolidated balance sheet as “Consolidation difference”; if it appears on the assets side, it is depreciated by the straight line method, over a period not exceeding 20 years. In general, it is written off over 5 years.

Financial fixed assetsIn the consolidated balance sheet, subsidiaries consolidated by the equity method are valued according to the proportion of equity held, according to the consolidation principles, instead of the book value to the holding company. Participating interests which are not consolidated represent long-term investments which make it possible to exercise decisive or sig-nificant influence over the company, or to establish business relations with it, but which do not meet the consolidation criteria. These are entered at their acquisition value, taking into account any amounts remaining to be paid up. A write-off is applied if the annual valuation reveals a long-term loss of value.

StocksStocks are valued at the weighted average cost calculated over a period not longer than the average length of storage. If the market value of the inventory is less than the cost price, a write-off is applied.The cost price of purchased goods covers the acquisition cost and incidental expenses. In the case of finished products and stocks in progress, the cost price covers the direct costs and a proportion of the production overheads, but without taking into account the administrative or financial costs.

Contracts in progressThe cost price of long-term contracts is determined in the same way as for work in progress; it may also include financial charges incurred directly for financing the contracts. Long-term contracts are valued according to the “percentage of completion” method.

Amounts receivable and payableReceivables and payables are recorded at their face value. If they are recorded in foreign currency, they are booked at their equivalent value in EUR at the purchase price. At the end of the period, they are valued on the basis of the last exchange rate of the period. As regards receivables, the rules for reduction of value are similar to those used for securities.


Short term investmentsThis account includes receivables in the form of deposit accounts with credit establishments, as well as liquid securities acquired as market opportunities arise, using temporary excess treasury.They are valued at their purchase price, or at the stock exchange value in the case of listed securities or at the estimated price in the case of unlisted securities, if this is lower.

VIII. Statement of intangible fixed assets

Other

a) Acquisition value

At the end of the previous year 1,039

Movements during the year :

- Acquisitions including capitalised production 140

- Transfers from one account to another -16

Total movements during the year 124

At year end 1,163

c) Depreciation and write-offs

At the end of the previous year 802


- Recorded 145

- Transfers from one account to another -16


At year end 931

d) Net book value


At year end 232



Land and buildings

Plant, machinery and equipment

Furniture and vehicles

Leasing and similar rights

Other tangible fixed assets


At the end of the previous year 560 2,455 3,480 2,216 115,064


- Acquisitions including capitalised production 37 169 255 1,124

- Sales and disposals -288 -126 -11 -25,785

- Transfers from one account to another -655 -126 -65

- Conversion differences -1 -1,433

Total movements during the year -251 169 -527 -137 -26,159

At year end 309 2,624 2,953 2,079 88,905

c) Depreciation and write-offs

At the end of the previous year 163 2,253 2,921 1,067 45,915


- Recorded 2 135 274 127 4,057

- Cancelled after disposals and retirements -140 -101 -10,257

- Conversion differences -1 -1,106

- Transfers from one account to another -655 -126 -112

Total movements during the year -138 135 -483 1 -7,418

At year end 25 2,388 2,438 1,068 38,497

d) Net book value

At the end of the previous year 397 202 559 1,149 69,149

At year end 284 236 515 1,011 50,408

IX. Statement of tangible fixed assets


X. Statement of financial fixed assets

Companies accounted for using the equity method Other companies

Participating interests

Amounts receivable

Participating interests

Amounts receivable


At the end of the previous year 17,529 - 20,640 2,665


- Acquisitions / New loans 1,069 155

- Sales and disposals / Repayments -2,373 -2,078

- Transfers from one account to another -711 -99

Total movements during the year -2,015 -2,022

At year end 17,529 - 18,625 643

b) Movements resulting from equity method accounting -233

- Share in the result -233

d) Amounts written off

At the end of the previous year 4,803 999


- Reversals -900

- Transfers from one account to another -711 -99

At year end 4,092 0

NET BOOK VALUE AT YEAR END 17,296 14,533 643

At the end of the previous year 78,921


- Group’s share in the result 3,665

- Appropriation to capital -17,945

Total movements during the year -14,280

CONSOLIDATED RESERVES AT YEAR END 64,641

XI. Statement of consolidated reserves

Negative consolidation differences

Net book value at the end of the previous year 2,441

Net book value at year end 2,441

XII. Statement of consolidation differences (full consolidation and equity method)



XIII. Statement of debts

A. Breakdown of amounts originally payable after one year according to their residual term

Payable within the year

More than 1 but less than 5 years

remaining

More than 5 years remaining

Financial debts 9,503 108,950 -

2. Non-subordinated debentures 34

3. Leasing and similar liabilities 215 524


Other amounts payable 403 -

TOTAL 9,503 109,353 -

B. Debts guaranteed by collateral security

Financial debts payable after one year 125,496

4. Credit institutions 125,496

TOTAL 125,496

XIV. Results for the current year and previous year

2003 2002

A1. Breakdown of turnover by category of activity




Project Management 1,639 2,278


TOTAL 128,882 109,141

A2. Aggregate turnover of the Group in Belgium 125,102 101,464


B. Average number of personnel employed and personnel charges

Fully consolidated companies Companies consolidated by the proportionate method

Report year Previous year Report year Previous year

B1. Average number of personnel employed 194 212 8 1

Workers 91 97

Employees 94 107 5

Management personnel 9 8 3 1

B2. Personnel charges 9,410 19,780 508 384

Remuneration and social security 9,410 19,780 508 384

B3. Average number of personnel employed in Belgium by companies of the Group 179 196 7 0

D. Income taxes

Reconciliation of theoretical and actual tax charges

Theoretical tax charge : 12,995 x 33.99% 4,417

- Foreign elements taxed separately -1,179

- Foreign taxes 995

- Tax credits -789

- Miscellaneous back taxes (including disallowed expenses) 421

- Consolidation reworkings not liable to taxation 1,819

- Losses carried forward 4,362

- Taxes for previous financial years -716

Actual tax charge appearing in the Income Statement 9,330

XV. Rights and commitments not reflected in the balance sheet

Guarantees constituted by third parties on behalf of the Group 38,490

Guarantees constituted by the Group on own assets for own account 216,820

Miscellaneous rights and commitments 11,573



XVI. Relations with affiliated companies and companies linked by participating interestsNon-consolidated companies

Affiliated companies Companies linked by a participating interest


1. Financial fixed assets 12,359 13,666 1,532 1,531

Participating interests and shares 12,359 13,666 1,532 1,531

2. Amounts receivable 4,551 4,431 45 45

After one year 99

Within one year 4,551 4,332 45 45

4. Amounts payable 2,486 2,170

Within one year 2,486 2,170

7. Financial results

Income from financial fixed assets 40 187

Income from current assets 203 198

Interest and other debt charges 52 42

XVII. Financial relations with Directors or managers of the consolidating company

Overall amount of the remuneration granted over the financial year to the Directors or managers of the consolidating company in their capacity as office holders of this same company, its subsidiaries or associated companies, including the amount for retirement pension granted to former Directors or managers 528


Statutory auditorʼs report

STATUTORY AUDITOR’S REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31st DECEMBER 2003 TO THE SHAREHOLDERS’ MEETING OF THE COMPANY

To the Shareholders,

In accordance with legal requirements and the articles of association, we are pleased to report to you on the audit assignment which you have entrusted to us.

We have audited the consolidated financial statements as of and for the year ended 31st December 2003 which have been prepared under the responsibility of the Board of Directors and which show total assets of 457,331,000 EUR and an income statement resulting in a consolidated profit, group share, for the year of 3,665,000 EUR. We have also examined the consolidated Directors’ report.

Unqualified audit opinion on the financial statements

We conducted our audit in accordance with the standards of the “Institut des Reviseurs d’Entreprises / Instituut der Bedrijfsrevisoren”. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement taking into account the legal and statutory requirements applicable to consolidated finan-cial statements in Belgium.

In accordance with these standards, we considered the group’s administrative and accounting organization of your company as well as its internal control procedures. We have obtained the explanations and information required for our audit. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing accounting policies used, the basis for consolidation and significant estimates made by management, as well as evaluating the overall consolidated financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the consolidated financial statements give a fair and true view of the group’s assets, liabilities, and consolidated financial position as of 31st December 2003 and the consolidated results of its operations for the year then ended, and the information given in the notes to the consolidated financial statements is adequate.

Additional certifications

We supplement our report with the following certifications which do not modify our audit opinion on the consolidated financial state-ments :

- The directors’ report contains the information required by the law and is consistent with the consolidated financial statements.

- Without prejudice to certain formal aspects of minor importance, the accounting records of the consolidated companies are maintained and the consolidated financial statements have been prepared in accordance with the legal and statutory requirements applicable in Belgium.

- No transactions have been undertaken or decisions taken in violation of the company’s statutes or the Companies Code which we would have to report to you.

Brussels, 31st March 2004The Statutory Auditor,

DELOITTE & TOUCHEReviseurs d’Entreprises SC s.f.d. SCRLRepresented by James FULTON


AccountsC O M P A N Y


Balance sheet

ASSETS Notes 31-12-2003 31-12-2002

F IXED ASSETS 209,354 239,892

I. ESTABLISHMENT COSTS 66

II. INTANGIBLE F IXED ASSETS 144 207

III. TANGIBLE F IXED ASSETS 1 994 11,132

A. Land and buildings 3,767

B. Plant, machinery and equipment 9 9

C. Furniture and vehicles 224 190

E. Other tangible fixed assets 761 7,166

IV. F INANCIAL F IXED ASSETS 208,150 228,553

A. Affiliated companies 207,467 226,863

1. Participating interests 2 161,993 183,408

2. Amounts receivable 3 45,474 43,455

B. Other companies linked by

participating interests 57 57

1. Participating interests 57 57

C. Other financial fixed assets 626 1,633

1. Shares 624 624

2. Amounts receivable and cash guarantees 2 1,009

CURRENT ASSETS 110,823 95,493

VI. STOCKS AND CONTRACTS IN PROGRESS

4

22,977 10,717

A. Stocks 22,837 8,856

B. Contracts in progress 140 1,861

VII. AMOUNTS RECEIVABLE WITHIN ONE YEAR

72,759 66,183

A. Trade debtors 2,000 1,539

B. Other amounts receivable 5 70,759 64,644

VIII. SHORT TERM INVESTMENTS 13,000 15,762

B. Other investments 13,000 15,762

IX. CASH AT BANK AND IN HAND 1,424 2,631

X. DEFERRED CHARGES AND ACCRUED INCOME 663 200

TOTAL ASSETS 320,177 335,385

C O M P A N Y A C C O U N T S

[ IN THOUSAND EUR]


LIABILITIES Notes 31-12-2003 31-12-2002

SHAREHOLDERS’ EQUITY 6 182,235 197,736

I. CAPITAL 100,000 97,201

A. Subscribed capital 100,000 97,201

II. SHARE PREMIUM ACCOUNT 25,419

III. REVALUATION RESERVES 761

IV. RESERVES 10,117 9,837

A. Legal reserve 10,000 9,720

B. Reserves not available for distribution 117 117

V. ACCUMULATED PROFITS 71,357 65,279

PROVIS IONS AND DEFERRED TAXES 680

VII. PROVIS IONS AND DEFERRED TAXES 680

A. Provisions for liabilities and charges 7 680

4. Other liabilities and charges 680

DEBTS 137,262 137,649

VIII. AMOUNTS PAYABLE AFTER ONE YEAR 85,000 31,452

A. Financial debts 85,000 31,452

4. Credit institutions 8 85,000 31,452

IX. AMOUNTS PAYABLE WITHIN ONE YEAR 48,609 103,928

A. Current portion of amounts payable after one year 34 45,854

B. Financial debts 82

1. Credit institutions 82

C. Trade debts 9,212 1,013

1. Suppliers 9,212 1,013

E. Amounts payable for taxes, remuneration and social security 453 865

1. Taxes 174 416

2. Remuneration and social security 279 449

F. Other debts 9 38,828 56,196

X. ACCRUED CHARGES AND DEFERRED INCOME 3,653 2,269

TOTAL L IABIL IT IES 320,177 335,385


Notes 31-12-2003 31-12-2002

I. OPERATING INCOME 12,369 5,631

A. Turnover 7,846 5,034

Rent 914 2,083

Sale of developments 6,083 1,980

Commissions 849 971

B. Variation in stocks of finished goods, work and contracts in progress (increase +, decrease -) -2,773 -2,080

D. Other operating income 10 7,296 2,677

II. OPERATING EXPENSES 10,258 7,890

A. Raw materials, consumables and goods for resale

2,247

1. Purchases 13,,512 1,876

2. Variation in stocks (increase +, decrease -) -11,265 -1,876

B. Services and other goods 4,569 6,768

C. Remunerations, social security costs and pensions 2,045 2,134

D. Depreciations of and write-offs on establishment costs, tangible and intangible fixed assets 283 877

E. Write-offs on stocks, contracts in progress and trade debtors (increase +, decrease-) -23 -2,171

F. Provisions for liabilities and charges (increase +, use and decrease -) 680 -1,962

G. Other operating charges 457 2,244

III. OPERATING RESULT 2,111 -2,259

IV. F INANCIAL INCOME 38,854 25,144

A. Income from financial fixed assets 34,633 18,219

B. Income from current assets 2,951 5,675

C. Other financial income 1,270 1,250

V. F INANCIAL CHARGES 7,350 9,775

A. Interest and other debt charges 6,197 8,138

C. Other financial charges 1,153 1,637

F INANCIAL RESULT 11 31,504 15,369

VI. CURRENT PROFIT BEFORE TAXES 33,615 13,110

Income StatementC O M P A N Y A C C O U N T S

[ IN THOUSAND EUR]


31-12-2003 31-12-2002

VII. EXTRAORDINARY INCOME 956 1,284

A. Release of depreciation and write-off on tangible and intangible fixed assets 11

B. Reversal of write-offs on financial fixed assets 900

D. Gain on disposal of fixed assets 56 957

E. Other extraordinary income 316

VIII. EXTRAORDINARY CHARGES 9,955 25,523

B. Write-offs on financial fixed assets 9 013 25,520

D. Loss on disposal of fixed assets 942 3

EXTRAORDINARY RESULT -8,999 -24,239

IX. PROFIT FOR THE YEAR BEFORE TAXES 24,616 -11,129

X. INCOME TAXES -313 -353

A. Income taxes -825 -362

B. Adjustment of income taxes and release of tax provisions 512 9

XI. PROFIT FOR THE F INANCIAL YEAR 24,303 -11,482

XII. TRANSFERS FROM UNTAXED RESERVES 2,849

XIII. PROFIT FOR THE F INANCIAL YEAR AVAILABLE FOR APPROPRIATION 24,303 -8,633

Appropriation of the company results31-12-2003 31-12-2002

A. PROFIT TO BE APPROPRIATED 89,582 66,926

1. Profit for the financial year available for appropriation 24,303 -8,633

2. Profit carried forward 65,279 75,559

B. DRAWINGS ON EQUITY 1,233

2. On the available reserve 1,233

C. APPROPRIATION TO EQUITY 18,225 2,880

1. To capital 17,945

2. To the legal reserve 280 2,880

D. RESULT TO BE CARRIED FORWARD 71,357 65,279

1. Profit to be carried forward 71,357 65,279


ASSETS

Note 1. Tangible fixed assets

The changes in this account are summarised as follows :

31-12-2003

Acquisitions during the year 194

Disposals during the year -7,136

Depreciation charges -153

Transfer to the account “Stock” -3,804

Revaluation of a property 761

-10,138

31-12-2003

New advances granted 2,955

Repayments and transfer of advances -1,836

Reversal of write-offs 900

2,019

Note 4. Stocks and contracts in progress

The increase in this account is due to the activities of the Development - Offices & Enterprise Real Estate.

Note 5. Amounts receivable within one year – Other amounts receivable

The main constituents of this account are as follows :

Note 2. Participating interests in affiliated companies

The decrease of 21,415 KEUR in this account is due to repayments of the capital of the subsidiaries “Progex” and “Palmetto Associates Inc.” and to write-offs on shareholdings and to write-offs on shareholdings.

Note 3. Amounts receivable from affiliated companies

The variation in this account is summarised as follows :

31-12-2003 31-12-2002

Advances to subsidiaries 67,459 62,015

Taxes to be recovered 876 1,032

Other amounts receivable 2,424 1,597

70,759 64,644

Notes to the company accountsC O M P A N Y A C C O U N T S

[ IN THOUSAND EUR]


L IABIL IT IES

Note 6. Equity

The equity amounts to 182,235 KEUR. The decrease of 15,501 KEUR compared with previous year is due to the following changes :

31-12-2003

Repayment of capital by cash pay-out (EGM of 20th June 2003) -40,565

Result for the period 24,303

Revaluation of a property asset 761

-15,501

Note 7. Provisions for liabilities and charges

The recorded provisions concern the Property Portfolio sector.

31-12-2003

New borrowings during the financial year 70,000

Repayments during the year -16,452

53,548

Note 8. Amounts payable after one year – Financial debts – Credit institutions

The increase in long-term financial debts with credit institutions (53,548 KEUR) is made up as follows :

Note 9. Amounts payable within one year - Other debts

The main constituents of this account are as follows :

31-12-2003 31-12-2002

Advances from subsidiaries 33,752 54,022

Various other debts 5,076 2,174

38,828 56,196



RESULTS

Note 10. Other operating income

This account includes the capital gains on the sale of building assets.

31-12-2003 31-12-2002

Gross dividends from participations 32,720 15,775

Interest on loans 1,897 2,444

Net interest on advances to / from subsidiaries 1,100 1,819

Capital gains on disposal of current assets 2,427

Interest on long-term debt -3,757 -5,769

Other income / charges from cash management -456 -1,327

31,504 15,369

Note 11. Financial result

The breakdown of financial income (31,504 KEUR) is as follows :


Cash fl ow statementC O M P A N Y A C C O U N T S

[ IN THOUSAND EUR]

+ cash in, - cash out 1998 1999 2000 2001 2002 2003 Notes

Cash flow 10,610 9,756 54,877 24,393 10,773 33,356 1

Change in working capital requirement

Stocks and contracts in progress -1,735 -1,834 -17,145 23,262 -1,657 -7,449

Amounts receivable within one year 41,522 -7,635 -23,761 -17,666 24,476 -6,611

Other balance sheet items 147 24,991 36,939 -52,036 20,219 -8,659

Change in working capital requirement 39,934 15,522 -3,967 -46,440 43,038 -22,719 2

CASH FLOW FROM OPERATING ACTIVITIES 50,544 25,278 50,910 -22,047 53,811 10,637

Investments ,

Tangible and intangible fixed assets -1,116 -545 -3,453 -193 -144 -326

Financial fixed assets – shares -95,910 -7,933 -40,274 -9,775 -9,129

Financial fixed assets – accounts receivable -15,022 -48,785 -11,222 -3,701 -2,016 -2,897

Total investments -112,048 -57,263 -54,949 -13,669 -11,289 -3,223

Disposals

Tangible fixed assets 3,867 2,231 3,730 424 124 7,135 3

Financial fixed assets – shares 65,345 3,024 79,128 78,645 5,213 12,402 4

Financial fixed assets – accounts receivable 5,231 325 7,354 2,398 1,836

Total disposals 74,443 5,255 83,183 86,423 7,735 21,373

CASH FLOW FROM INVESTING ACTIVITIES -37,605 -52,008 28,234 72,754 -3,554 18,150

Cash flow from financing activities

Repayments of capital -37,468 -40,565

New long-term debts 37,209 74,517 754 269 75,123 70,000

Repayment of long-term debt -61,428 -14,204 -53,271 -42,294 -102,492 -16,452

Dividends paid -7,883 -11,808 -11,808

CASH FLOW FROM FINANCING ACTIVITIES -24,219 52,430 -64,325 -53,833 -64,837 12,983

CHANGE IN CASH AND CASH EQUIVALENTS -11,280 25,700 14,819 -3,126 -14,580 41,770

Cash and cash equivalents at beginning of year -38,994 -50,274 -24,574 -9,755 -12,881 -27,461

Cash and cash equivalents at end of year -50,274 -24,574 -9,755 -12,881 -27,461 14,309


Note 1. Cash flow + cash in, - cash out

Components of the cash flow :

Net result for the year Depreciation New provisions Amounts

written off Total

31-12-2003 24,303 283 680 8,090 33,356

31-12-2002 -11,482 866 -1,962 23,349 10,771

Note 2. Change in working capital requirement

The variation in this account is summarised as follows :

Increase in advances to subsidiaries -5,444

Decrease in advances from subsidiaries -20,270

Other movements 2,995

-22,719

Note 3. Disposals - Tangible fixed assets

The decrease in tangible fixed assets is mainly due to the disposal of the following buildings : “BNP” in Montreal, “Belle Vue” in La Louvière and “Louise 500” in Brussels.

Note 4. Disposals – Financial fixed assets – Shares

It are mainly repayments of capital in Palmetto Associates Inc. and Progex s.a.

C O M P A N Y A C C O U N T SNotes to the company cash fl ow statement

[ IN THOUSAND EUR]


C O M P A N Y A C C O U N T SSupplementary notes to the company accounts

[ IN THOUSAND EUR]

Concessions, patents, licences, etc.

II. Statement of intangible fixed assetsa) Acquisition costs



- Acquisitions including capitalised production 34


At year end 994

c) Depreciations and write-offs



- Recorded 97


At year end 850

d) Net book value


At year end 144

I. Statement of establishment costsNet book value at the end of the previous year


- New costs incurred 99

- Depreciation charges -33

Net book value at year end 66

III. Statement of tangible fixed assets Land and buildings

Plant, machinery

and equipment


Other tangible fixed

assets

a) Acquisition costs

At the end of the previous year 4,839 11 1,522 14,243


- Acquisitions including capitalised production 37 3 154

- Sales and disposals -396 -11,777

- Transfer to account “Stocks” -3,804

Total movements during the year -3,767 3 -242 -11,777

At year end 1,072 14 1,280 2,466

b) Capital gains

At the end of the previous year


- Recorded 761


At year end 761


IV. Statement of financial fixed assets Companies

Subsidiaries Associated companies Other

1. Participating interests and shares

a) Acquisition costs

At the end of the previous year 222,133 57 1,500


- Acquisitions 205

- Sales and disposals -12,607

Total movements during the year -12,402

At year end 209,731 57 1,500

c) Write-offs

At the end of the previous year 38,725 876

- Recorded 9,013

Total movements during the year 9,013

At year end 47,738 876

Net book value

At the end of the previous year 183,408 57 624

At year end 161,993 57 624

2. Amounts receivable

Net book value at the end of the previous year 43,455 1,009


- Additions 2,367

- Repayments -306 -1,007

- Reversed write-offs 900

- Other -942

Total movements during the year 2,019 -1,007

Net book value at year end 45,474 2

Supplementary notes to the company accountsC O M P A N Y A C C O U N T S

[ IN THOUSAND EUR]

III. Statement of tangible fixed assets (contd.)

Land and buildings

Plant, machinery

and equipment


Other tangible fixed

assets

c) Depreciations and write-offs

At the end of the previous year 1,072 2 1,332 7,077


- Recorded 3 113 37

- Cancelled after sales and disposals -389 -4,648

Total movements during the year 3 -276 -4,611

At year end 1,072 5 1,056 2,466

d) Net book value

At the end of the previous year 3,767 9 190 7,166

At year end 9 224 761


Shares held

Information from most recent available

annual accounts

Equity Net result

Company name and headquarters VAT Number directly%

by sub-sidiaries

%

Annual accounts

datedCurrency (in thousands of

currency units)

Alcor s.a.Avenue J. Dubrucq 175, 1080 Brussels

419 245 579 1,108,551 53.80 % 46.20 % 31/12/2003 EUR 792 -35

Campona ‘99 Kft Nagytétényi ut 37-451222 Budapest - Hungary

- 89,931 99.99 % 0.01 % 31/12/2003 HUF 4,610,470 -985,587

Compagnie Immobilière de Participations Financières s.a.Avenue J. Dubrucq 175, 1080 Brussels

454 107 082 250,111 99.99 % 0.01 % 31/12/2003 EUR 2,284 -16

Compagnie Immobilière de Wallonie s.a.Avenue Molière 15, 1300 Wavre

401 541 990 25,461 99.99 % 0.01 % 31/12/2003 EUR 7,349 340

Conception et Coordination LéopoldRue Godecharle 15 Box 17, 1050 Brussels

437 911 844 3,075 30.75% 8.00 % 31/12/2003 EUR 5,139 217

Core KftNagytétényi ut 37-451222 Budapest - Hungary

- 52.50% 31/12/2003 HUF 1,614,447 -507,229

EGLB Beteiligungs GmbHFasanenstrasse 6310719 Berlin - Germany

- 4,700 5.22 % 9.22 % 31/12/2002 EUR 3,736 49,849

Egimo s.a.Avenue J. Dubrucq 175, 1080 Brussels

403 360 741 95,999 99.99 % 0.01 % 31/12/2003 EUR 5,421 -810

Espace Nivelles s.a.Avenue J. Dubrucq 175, 1080 Brussels

472 279 241 10 1.05% 98.95 % 31/12/2003 EUR 943 7

Foncière Jennifer s.a.Avenue J. Dubrucq 175, 1080 Brussels

464 582 884 1 1.00 % 99.99 % 31/12/2003 EUR 2,551 -7

Forum Léopold D3 s.a.Rue Godecharle 15 Box 17, 1050 Brussels

469 779 413 3,300 33.00% 5.00 % 31/12/2003 EUR 434 -99

Immobilière Deka s.a.Avenue J. Dubrucq 175, 1080 Brussels

417 100 196 4,337 3.32% 96.68 % 31/12/2003 EUR 5,850 -332

Immo Gaucheret s.a.Rue du Fossé aux Loups 48, 1000 Brussels

469 969 057 1,850 50.00% 31/12/2003 EUR 3,720 -6

Immomills DevelopmentAvenue J. Dubrucq 175, 1080 Brussels

419 555 682 313,303 99.43% 0.57 % 31/12/2003 EUR 50,281 -1,970

Infrastructures et Développements Immobiliers s.a.Rue Montoyer 63, 1040 Brussels

432 248 925 1,424 37.47% 31/12/2003 EUR 11,299 378

International Finance & Real EstateBoulevard Joseph II 11B, 1840 LuxembourgGrand-Duchy of Luxembourg

- 2,499 99.99 % 0.01 % 31/12/2003 EUR 167 24

Investimmo s.a.Avenue J. Dubrucq 177, 1080 Brussels

403 342 826 1,262,588 99.99 % 0.01 % 31/12/2003 EUR 24,660 2,875

La Meute s.a.Chaussée de Louvain 710, 1030 Brussels

474 581 408 253 10.24% 31/12/2003 EUR 2,063 -38

V. a) Participating interests and other rights held in other companies


Shares held

Information from most recent available

annual accounts

Equity Net result

Company name and headquarters VAT Number directly%

by sub-sidiaries

%

Annual accounts

datedCurrency (in thousands of

currency units)

Les Courses s.a.Avenue J. Dubrucq 175, 1080 Brussels

442 973 165 100,849 99.99 % 0.01 % 31/12/2003 EUR 689 900

Les Jardins du Nord s.a.Avenue J. Dubrucq 175, 1080 Brussels

444 857 737 200 66.67 % 31/12/2003 EUR -241 -185

Lotinvest s.a.Avenue J. Dubrucq 175, 1080 Brussels

451 565 088 699,999 99.99 % 0.01 % 31/12/2003 EUR 5,746 1,827

Nouvelle Société Cimmobel s.a.Avenue J. Dubrucq 175, 1080 Brussels

437 638 759 2,500 50.00 % 31/12/2003 EUR 1,371 -9

Palmetto Associates Inc.Prentice Hall2711 Centerville RoadWilmington, Delaware - USA

- 16,030 100.00 % 31/12/2003 USD 6,611 105

Progex s.a.Avenue J. Dubrucq 175, 1080 Brussels

462 629 325 34,113 99.99 % 0.01 % 31/12/2003 EUR 578 1,746

Promotion Léopold s.a.Rue Godecharle 15 Box 17, 1050 Brussels

439 904 896 379,500 33.00 % 5.00 % 31/12/2003 EUR 31,112 -1,195

Sienn Center bvSchouwburgplein 30-343012 CL Rotterdam - the Netherlands

- 277 100.00 % 31/12/2003 EUR 1,199 554

Société Espace Léopold s.a. Rue Godecharle 15 Box 17, 1050 Brussels

435 890 977 10,000 50.00 % 31/12/2003 EUR 9,485 1,408

Sofipari s.a.Avenue J. Dubrucq 175, 1080 Brussels

449 032 596 41,974 99.99 % 0.01 % 31/12/2003 EUR 11,544 973

Veldimmo s.a.Chée de la Hulpe 130 Box 2, 1170 Brussels

430 622 986 1,300 50.00 % 31/12/2003 EUR -163 -93

V. a) Participating interests and other rights held in other companies (contd.)



Report year Previous year

Term deposits held with credit institutions 13,000 15,762

with a remaining period to run or a period of notice :

- of less than or equal to one month 13,000 15,762

VI. Short term investments - Other investments

Amounts Number of shares

A. Share capital

1. Issued capital

- At the end of the previous year 97,201

- Changes during the year

EGM 20/06/2003 Capital decrease by repayment in cash -40,565

EGM 20/06/2003 Capital increase by incorporation of share pre-mium account and appropriation of profit carried forward 43,364

- At year end 100,000

2. Breakdown of the capital

2.1. Categories of shares

Ordinary shares without par value 100,000 4,114,098

2.2. Registered shares and bearer shares

Registered 867,445

Bearer 3,246,653

VIII. Statement of capital


Number of shares

Number of respective shares issued by the Company 4,114,098

Known Shareholders

- Tractebel s.a. 1,258,565

- Eurodev Holding Corporation s.a., Luxembourg 538,030

- Fidea n.v. and KBC Assurances 245,188

- Various registered shareholders 63,203

Total of known Shareholders 2,104,986

G. Shareholder structure

Amounts payable within one year

Amounts payable between one and

five years

Amounts payable over five years

A. Breakdown of amounts payable after one year, according to their residual period

Financial debts 34 85,000

2. Unsubordinated debentures 34


Total 34 85,000 -

X. Statement of amounts payable

Debts (or part of debts) guaranteed byReal guarantees given or irrevocably promised by the company

on its own assets

B. Amounts payable guaranteed

Financial debts 70,000


Total 70,000



Report year

C. Amounts payable for taxes, remuneration and social security

1. Taxes

b) Non-expired taxes payable 174

2. Remunerations and social security

b) Other amounts relating to remuneration and social security 279

XI. Accrued charges and deferred income

Report year

Charges to be accrued 1,000

Deferred income : rents 125

Conversion differences 2,525



C1. Number of personnel on the payroll

a) Total number at the closing date 28 31

b) Average number of personnel in full-time equivalents 28.5 29.1

c) Number of actual working hours 53,649 55,020

C2. Personnel charges

a) Remunerations, salaries and direct benefits 1,420 1,393

b) Employer’s contributions for social security 429 446

c) Employer’s premiums for extra-statutory insurance 165 224

d) Other personnel charges 31 71

D. Write-offs

2. Trade debtors

Recorded 2 625

Released -25 -2,796

E. Provisions for liabilities and charges

New provisions 680

Use and release -1,962

F. Other operating charges

Taxes related to operations 367 919

Other 90 1,325

G. Temporary personnel and persons placed at the disposal of the company

1. Total number at the closing date 1

2. Average number of persons in full-time equivalents 0.6 2

Number of hours actually worked 1,283 3,947

Charges to the company 43 117

XII. Operating results




A. Other financial income

- Exchange differences 333 8

- Miscellaneous 3

- SWAP interest passed on 937 1,239

E. Other financial charges

- Exchange differences 324 59

- Other commissions and bank charges 829 1,578

XIII. Financial results

Report year

A. Details of heading 670/3

1. Income taxes for the current year 680

a. Tax and withholding taxes due or paid 693

b. Excess income tax prepayments and withholding taxes recorded as assets -13

2. Income taxes on the results of previous years 145

a. Additional tax due or paid 145

B. Main reasons for discrepancies between the profit before taxes and the estimated taxable profit

Disallowed expenses and taxable provisions 9,856

Non-taxation of taxed reserves and tax-exempt capital gains -129

Income already taxed -30,964

Income exempted by convention -3,347

D. Status of deferred taxes

1. Deferred tax assets 5,844

Excess depreciation 73

Taxed provisions and write-offs 1,019

Hidden reserves 4,752

XV. Income taxes



A. VAT charged during the year

1. to the company (deductible) 285 450

2. by the company 233 174

B. Amounts retained on behalf of third parties for :

1. withholding taxes on payroll 582 643

2. withholding taxes in investment income 38 18

XVI. Value added taxes and taxes borne by third parties


Personal guarantees given or irrevocably promised by the company as security for the debts or commitments of third parties 43,501

Of which :

Maximum amount up to which other commitments by third parties are guaranteed by the company 43,501

Real guarantees given or irrevocably promised by the company on its own assets

as security for the debts or

commitments of the company

- Pledges on other assets :

- book value of pledged assets 37,207

- Important litigation and other significant commitments :

- third-party providers of guarantees on behalf of the company 38,490

- rent guarantees given 506

XVII. Rights and commitments not reflected in the balance sheet

Supplementary pension scheme

A group insurance policy has been taken out with an insurance company with the object of providing the following benefits, in addition to statutory pension rights :

- old age insurance, to provide an extra pension at the age of 65;- insurance in case of death before reaching the age of retirement.

This group insurance is paid for by obligatory contributions from the insured and by a contribution from the Company.


Affiliated companies Companies with participating interests


1. Financial fixed assets 207,467 226,863 57 57

- Participations 161,993 183,408 57 57

- Amounts receivable : subordinated 1,350

- Amounts receivable : other 44,124 43,455

2. Amounts receivable 67,825 62,345 1

- within one year 67,825 62,345 1

4. Amounts payable 33,752 53,676

- within one year 33,752 53,676

5. Personal and real guarantees given or irrevocably promised by the company as security for the debts or commitments of associated companies

43,501 2,928

Personal and real guarantees given or irrevocably promised by associated companies as security for the debts or commitments of the company

46,008 45,809

7. Financial results

- Income from financial fixed assets 34,633 18,219

- Income from current assets 2,451 2,688

- Debt charges 1,367 867

XVIII. Relations with affiliated companies and companies linked by participating interests

XIX. Financial relations with Directors and managers

Report year

4. Direct and indirect remunerations and pensions, included in the income statement, to the extent that this disclosure does not principally or exclusively relate to a single identifiable individual

- to the Directors and managers 528

Declaration concerning the consolidated accounts

The company draws up and publishes consolidated accounts and a consolidated directors’ report in accordance with the provisions of the Royal Decree of 6th March 1990 on the annual and consolidated accounts of companies.



Social report

Number under which the company is registered with the National Office of Social Security (ONSS number) : 010-0102636-66

Numbers of the joint industrial committees to which the company is subject : 218.00 - 106.02

Full time Part time

Total (T) or total in

full-time equivalents

(FTE)

Total (T) or total in


(FTE)

Report year Report year Report year Previous year

1. During the financial year and during the previous financial year

Average number of employees 26 3.8 28.5 (FTE) 29.1 (FTE)

Number of hours actually worked 48,738 4,911 53,649 (T) 55,020 (T)

Personnel costs (in thousand EUR) 1,941 104 2,045 (T) 2,133 (T)

Amount of benefits in addition to wages (in thousand EUR) 28 (T) 28 (T)

I. STATEMENT OF PERSONS EMPLOYED

A. Personnel on the payroll

Full time Part timeTotal in


2. As at the closing date of the financial year

a. Number of personnel on the payroll 25 3 27.1

b. Breakdown by type of employment contract

Contract of unlimited duration 25 3 27.1

c. Breakdown by sex

Men 16 16.0

Women 9 3 11.1

d. Breakdown by professional category

Management personnel 2 2.0

Employees 23 3 25.1

Temporary personnel

During the current year

Average number of people employed 0.6

Number of hours actually worked 1,283

Charges to the company (in thousand EUR) 43

B. Temporary personnel and persons placed at the disposal of the company


Full time Part timeTotal in


A. Joining

a. Number of employed persons recorded on the payroll during the financial year 4 4.0


Contract of unlimited duration 2 2.0

Contract of limited duration 2 2.0

c. Breakdown by sex and level of education

Men : secondary 1 1.0

higher, non-university education 1 1.0

Women : secondary 1 1.0

university education 1 1.0

B. Leaving

a. Number of employees whose contract end was recorded in the personnel register during the financial year 5 2 5.9


Contract of unlimited duration 3 1 3.5

Contract of limited duration 2 1 2.4

c. Breakdown by sex and level of education

Men : secondary 1 1.0


Women : secondary 1 1.0

higher, non-university education 1 1.0


d. Breakdown by reason for termination of contract

Retirement 2 0.9

Dismissal 1 1.0

Other reason 4 4.0

II. LIST OF PERSONNEL MOVEMENTS DURING THE FINANCIAL YEAR



Measures stimulating employment Number of employed persons involved

Amount of the financial

benefit

NumberIn full-time equivalents

(FTE)

1. Measures including a financial incentive

1.6. Structural reduction in social security benefits 32 30.0 43

2. Other measures

2.4. Reduction in personal social security contributions of low-wage workers 2 0.9

Number of employees affected by one or more measures in favour of employment :

Total for the financial year 34 30.9

Total for the previous financial year 34 30.9

III. STATEMENT CONCERNING THE IMPLEMENTATION OF MEASURES FOR STIMULATING EMPLOYMENT DURING THE FINANCIAL YEAR

Total number of training initiatives at the expense of the employer

Number of employed

persons involved

Number of training

hours

Charges to the company (in thousand

EUR)Men 6 236 8

Women 2 16 1

IV. INFORMATION ON VOCATIONAL TRAINING FOR EMPLOYED PERSONS DURING THE FINANCIAL YEAR


Accounting PrinciplesC O M P A N Y A C C O U N T S

ASSETS

I. Establishment costs

The costs of issuing shares and convertible or non-convertible bonds are normally recorded as assets and written off over three years. The costs of converting convertible bonds are recorded as expenses for the financial year in which they are incurred.

II. Tangible fixed assets

Tangible fixed assets are recorded as assets net of accumulated depreciation, at either their cost price or contribution value (value at which they were brought into the business), including ancillary costs and non-deductible VAT. In accordance with article 22bis of the Royal Decree of 8th October 1976 (amended on 6th November 1987), the acquisition cost of tangible fixed assets may include interest charges relating to the capital borrowed to finance these assets, but only on condition that such interest relates to the period preceding the effective commissioning of the assets.Depreciation is calculated by the straight line method, from the year when the asset is first recorded, at the rates allowed for tax pur-poses :- Buildings 3%- Building improvements 5%- Office furniture and equipment 10%- Computer equipment 33%- Vehicles 20%

IV. Financial fixed assets

Each type of portfolio security included in financial fixed assets is accounted for separately, aggregated by type or by lot according to acquisition date. They are recorded either at their individual purchase price or at their contribution value, after taking into account any amounts still not paid up and any write-offs made.At the end of every financial year, each portfolio security included in financial fixed assets is valued separately in order to reflect as accu-rately as possible the financial position, profitability and future prospects of the company in which the shares are held.The basic criterion for this individual valuation is the net assets of the company in question, with current profitability or at least the company’s prospect for profitability in the near future as a secondary consideration.The method of valuation of foreign securities is as indicated above, but this is first carried out in the currency of the foreign company’s financial statements, before conversion into EUR. Such conversions are generally made at the closing rate of exchange for balance sheet items and at the average rate of exchange for income statement items.Valuations also take account of exceptional events occurring before the balance sheet date but which become known to the company’s Board of Directors only after the completion of the annual accounts and before their adoption by the board.If it appears that the book value of a security is greater than its estimated value and that the potential loss thus identified is of a last-ing nature, an adjustment is made to the book value. It would be appropriate to review this adjustment if, subsequently, the individual valuation were to indicate a lasting recovery.

V. Amounts receivable after one year

Amounts receivable after one year are recorded at their nominal value and this value is adjusted, provided that the depreciation is lasting.As regards interest-free amounts receivable or those bearing abnormally low levels of interest, any related depreciation is accounted for in accordance with article 27bis of the Royal Decree of 8th October 1976.



VI. Stocks

Sites under developmentLand and buildings intended for sale are recorded at their purchase price or contribution value, including, in addition to the purchase price, the ancillary costs, duties and taxes relating to them.The infrastructure costs are recorded at their cost price.Realisation of stocks is recorded at the time of sale, at the weighted average price of acquisitions as defined above.

Property reserveLand not included in sites under development is accounted for in the Property Reserve in accordance with the same valuation criteria described above for sites under development.

Work and contracts in progress- Work in progress is valued at cost price, taking no account of indirect production costs.- Work in progress and services in progress carried out for third parties on the basis of an order are value at cost price, taking no account

of indirect costs. Profits are, in principle, recorded on the basis of the percentage of completion of the work, production or services, in accordance with the principles of prudence.

- In accordance with article 22bis of the Royal Decree of 8th October 1976, the cost of orders in progress may include the interest charges relating the capital borrowed to finance the orders, on condition that such interest relates to stocks or orders whose normal production or completion period exceeds one year and that it covers the normal period of production.

- On any contract for which the cost of the supplies and services – plus estimated amounts for those still to be supplied or rendered – exceeds the net sales price of such services at the end of the financial year, an adjustment in value is made at least equal to this difference. Adjustments in value may also be made to take account of technical, political and monetary problems known at the time of valuation.

VII. Amounts receivable within one year

The amounts receivable within one year are recorded at their nominal value.Values are adjusted if the estimated value at the end of the financial year is lower than the book value.

VIII. Short term investments

Investments are recorded as assets at their purchase price (ancillary costs excluded) or contribution value.At the end of the financial year, they are valued at the lowest of the following values : purchase price, or value at which they are brought into the business, or quoted market price at the end of the financial year.Unlisted securities are in principle maintained in the accounts at purchase price or value at which they were contributed to the busi-ness.For securities denominated in foreign currencies, the rates of exchange used are those in force at the transaction date for the purchase or acquisition price, and at the balance sheet date for the quoted market price.The other investments are valued on the same basis as amounts receivable within one year. The foreign currency valuation rules are applied to them.

IX. Cash at bank and in hand

The valuation rules for cash at bank and in hand are the same as those for amounts receivable within one year.


X. Deferred charges and accrued income

The expenses incurred during the financial year, but which are chargeable in whole or in part to a future financial year, are recorded under deferred charges and accrued income pro rata.The income or fractions of income which will only be received during one or more subsequent financial years but which are revenues of the current financial year, are recorded at the amount of the proportion relating to the current financial year.

L IABIL IT IES

IV. Untaxed reserves

This account includes realised capital gains and other profits which are not subject to taxation, providing they are retained by the com-pany.The gains involved are :- realised capital gains on undeveloped land which are tax-free up to the revaluation coefficients authorised under the income tax

code;- the excess part of realised, voluntary capital gains or those resulting from expropriation where the conditions for tax-exemption laid

down by the income tax code are fulfilled. The realised capital gains which are taxed at the same rate of depreciation on the fixed assets acquired for reinvestment, are classified under this item after deduction of the deferred tax relating to them.

VI. Provisions and deferred taxes

A. Provisions for liabilities and chargesAt the close of each financial year, the Board of Directors, acting with prudence, sincerity and in good faith, examines the provisions to be set aside to cover :- major repairs or major maintenance,- risks arising from the : - completion of orders placed or received, - advances made, - technical guarantees after sale or delivery, - current litigation.

B. Deferred taxesDeferred taxes relating to capital gains realised are initially valued at the normal tax rate, and reviewed by the Board of Directors in the light of the foreseeable tax position of the Company, readjusted where necessary on a case-by-case basis in accordance with the normal life of the goods acquired for reinvestment.

Provisions relating to previous financial years are reviewed regularly and included in the results if they have become excessive or redun-dant.

IX. Amounts payable after one year and amounts payable within the year

These debts are entered at their face value.Article 27bis, paragraph 2 of the Royal Decree of 8th October 1976 applies to amounts payable after one year.



X. Accrued charges and deferred income

The expenses or fractions of expenses relating to the current financial year, but which will only be paid during a future year, are recorded in accrued charges and deferred income at the amount relating to the financial year.The income received during the financial year, but which is in whole or part a revenue of a future financial year, is also recorded at the amount of the income for the future financial year.


Statutory auditorʼs reportC O M P A N Y A C C O U N T S

STATUTORY AUDITOR’S REPORT FOR THE YEAR ENDED 31ST DECEMBER 2003TO THE SHAREHOLDERS’ MEETING OF THE COMPANY

To the Shareholders,

In accordance with the legal requirements and the articles of association, we are pleased to report to you on the audit assignment which you have entrusted to us.

We have examined the financial statements for the year ended 31st December 2003, which have been prepared under the responsibility of the Board of Directors and which show total assets of 320,177,000 EUR and an income statement resulting in a profit for the year to be appropriated of 24,303,000 EUR. In addition, as required by law, we have performed specific additional audit procedures.

Unqualified audit opinion on the financial statements

We conducted our audit in accordance with the standards of the “Institut des Reviseurs d’Entreprises / Instituut der Bedrijfsrevisoren”. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement taking into account the legal and statutory requirements applicable to financial statements in Belgium.

In accordance with these standards we have taken into account the administrative and accounting organization of your Company as well as the procedures of internal control. The responsible officers of the Company have clearly replied to all our requests for information and explanations. We have examined, on a test basis, the evidence supporting the amounts included in the financial statements. We have assessed the accounting policies used, the significant estimates made by the Company and the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, taking into account the applicable legal and regulatory requirements, the financial statements give a fair and true view of the Company’s assets, liabilities, and financial position as of 31st December 2003, and the results of its operations for the year then ended, and the information given in the notes to the financial statements is adequate.

Additional certifications

We supplement our report with the following certifications which do not modify our audit opinion on the financial statements :

- The directors’ report contains the information required by the law and is consistent with the financial statements.

- Without prejudice to certain formal aspects of minor importance, the accounting records are maintained and the financial state-ments have been prepared in accordance with the legal and statutory requirements applicable in Belgium.

- No transactions have been undertaken or decisions taken in violation of the company’s Statutes or the Companies Code which we would have to report to you. The appropriation of the results proposed to the General Meeting is in accordance with legal and statutory requirements.

Brussels, 31st March 2004The Statutory Auditor,

DELOITTE & TOUCHEReviseurs d’Entreprises SC s.f.d. SCRLRepresented by James FULTON


General informationC O M P A G N I E I M M O B I L I È R E D E B E L G I Q U E S . A .

Company name COMPAGNIE IMMOBILIÈRE DE BELGIQUE

orIMMOBILIËN VENNOOTSCHAP VAN BELGIË

(Euronext Brussels : listed under the name Immobel)

Term Indefinite

Form of the Company Belgian registered joint stock company,constituted on 9th July 1863,authorised by the Royal Decree of 23rd July 1863.

Investor Relations Gaëtan PiretPhone : 32(0)2/422.54.47Fax : 32(0)2/426.37.26 E-mail : [email protected]

Financial services • Fortis Banque• KBC Bank• ING Belgique• Banque Degroof

Registered office Avenue Jean Dubrucq 175 / Box 11080 Brussels

Register of Companies - BrusselsV.A.T. n° BE 405.966.675

Crossing statutory thresholds(Art. 17bis of the Articles of Association)

Any acquisition or sale of stock which results in crossing, in either direction, the threshold of 3 % of existing voting rights, gives rise to an obligation to declare the shareholding.The same applies in the case of additional acquisitions or sales which result in crossing the thresholds of 5, 10, 15 % etc., in blocks of 5 %, of the existing voting rights.

Publication of annual accounts 2003 19th March 2004Ordinary General Meeting 2004 12th May 2004Publication of half-year results 2004 September 2004Publication of annual accounts 2004 March 2005Ordinary General Meeting 2005 11th May 2005

Financial calendar


Editors in chief

Gaëtan PiretJoëlle MichaCOMPAGNIE IMMOBILIÈRE DE BELGIQUE

Avenue Jean Dubrucq 175, Box 1, 1080 BrusselsTel. : 32 (0) 2/422 54 84Fax : 32 (0) 2/428 12 23e-mail : [email protected]

[email protected]

Ce rapport est disponibleen français, néerlandais et anglais.

Dit verslag is beschikbaar in het Nederlands, het Frans en het Engels.

This report is available in English, Dutch and French.

Printed in Belgium.

Design & productionwww.concerto.be

TranslationQuentin Macilray LtdProductionTelelingua International

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Main photographs© Dimitri Lowette

Other photographs and virtual imagesAirprint - Assar - Assar, A.2R.C, AVA - Assar Lux, Marc Ewen in collaboration with Brunelleschi - Atelier d’Image Fabien de Cugnac s.a. - Détrois s.a. - Jaspers, Eyers & Partners - Yvan GlaviePage 22 : © 2004 - Bastin & Evrard / SOFAM - Belgique

Cover photoLEXDeveloper : LEX 2000 s.a. (50/50 Dexia Group - COMPAGNIE IMMOBILIÈRE DE BELGIQUE Group)Architect : Jaspers, Eyers & Partners.


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contentsmr albert vanescote honorary director comte bruno dadvisard ( ) (passed away on 17 february...

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