s.c. U.C.M. Reșița s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements
prepared in accordance with the
Order of the Minister of Finance no. 2844/2016
on
DECEMBER 31, 2023
S.C. U.C.M. Reșița s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
Contents
Yearly Report of Judicial Administrator page 2-50
Statement of Judicial Administrator page 51
Statement of Financial Position page 52
Statement of Comprehensive Income page 53
Statement of Changes in Shareholders’ Equity page 54
Statement of Cash Flows page 55
Economic - Financial Indicators page 56
Explanatory Notes to the Yearly Financial
Statements page 57-103
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
2
YEARLY REPORT
of Judicial Administrator
for the accounting year 2023
I. Non-financial declaration
1. Presentation of SC UCM Reșița SA
UCM Reșița SA, a company located in the southwestern part of Romania, was founded on 3 July
1771 by the first kilns and forges, which is the oldest industrial unit in Romania and one of the
oldest in Europe. It is worth mentioning that, at the time of their inauguration (July 3, 1771), the
factories in Reşiţa overtook the founding of famous factories such as Krupp Germany (1811),
Vitkovice (1829), Donavitz (1836), MAN (1834), Sulzer) Burmeister Wain (1843), Skoda (1851).
If the beginning was devoted to the metallurgical sector, the machine building sector gradually
developed, reaching to be preponderent in the last quarter of the nineteenth century. The two
sectors coexisted for a long time completing each other within the same fully integrated unit.
SC UCM Reșița SA, the continuation of the activity of the machine building sector in the Reşiţa
industrial complex, as it is known today, is the result of many years of experience in the
construction of machinery, transport, energy, metallurgical and chemical industry.
Since 1960, it has designed and built over 90% of the national hydropower equipment, putting in
operation more than 6,325 MW installed power, representing 326 hydro-aggregates. The plant has
accumulated over time, a distinct culture and has reached, both in the country and abroad, a special
reputation based on tradition, competence and quality.
In 1991, according to Government Decision no. 1296/1990, UCM Reșița becomes a public limited
company and it is listed on the Bucharest Stock Exchange since 1997.
UCM Reșița SA was privatized in 2003, through the conclusion of the share sale-purchase contract
no. 57 / 23.12.2003, between the Authority for Privatization and Shareholding Administration
(APAPS), as the seller, and the consortium consisting of the Swiss company INET AG and the
Association of Employees UCM Reșița SA as buyers.
According to the Conclusion of the hearing of 06.12.2011, in the file 75017/3/2011 the Bucharest
Court of Law ordered the admission of the request regarding the opening of the insolvency
procedure on UCM Reșița, leaving to the company the right to conduct the activity, to administer
the assets, rights maintained under the supervision of the appointed judicial administrator named
by the syndic judge.
On 26.10.2021, the Assembly of Creditors approved the Reorganization Plan of the activity of the
debtor UCM Reșița SA proposed by the Judicial Administrator.
On 01.02.2022 by Civil Sentence no. 351 of 01.02.2022 the syndic judge confirmed the
Reorganization Plan as approved by the Creditors' Assembly on 26.10.2021.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
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The company owns a total area of 52,4 hectares located on the two industrial platforms (ABC and
Câlnicel) as well as in other areas in the Municipality of Reşita and in Anina.
Moreover, the Company owns numerous other assets outside the current production sphere, both in
Reşiţa (Culture House, "Semenic" Extended Program Kindergarten, previously named Extended
Program Kindergarten no. 7, a studio apartment on Ion Corvin street, 239 apartments in former
non-family homes, etc.), as well as in Anina (Screw Factory).
The production activity of the Company can be structured on the following sectors of production:
Turbine Division and Spare Parts (former Naval Section)
The heavy mechanics section
Electric Machinery Section I
Electrical Machines Section II
Sculpture section (preserved)
Welded Assemblies Section and Mechanical Processing
Heat Treatments Section
Diesel locomotive section (preserved).
General Meeting of Shareholders
The General Meeting is the governing body of the Company through which the will of the
shareholders in any matter of interest to the Company is expressed.
By Civil Sentence no. 351/01.02.2022, pronounced by the Bucharest Court, it was decided that the
Company's activity during the reorganization will be led by the Judicial Administrator.
Therefore, the duties of the General Meeting of Shareholders were completely taken over by the
Creditors' Meeting, respectively the Creditors' Committee.
Management of the Company
By Civil Sentence no. 351/01.02.2022, pronounced by the Bucharest Court, the management of the
Company was taken over by the Judicial Administrator.
Thus, starting from 01.02.2022, the mandate of the Special Administrators (Mr. Aurel BĂRA and
Ms. Sorina Daniela POP), appointed on 15.12.2021 by the Extraordinary General Meeting of
Shareholders is limited to representing the interests of shareholders.
Creditors 'Committee and Creditors' Meeting
During the observation period, the documents, operations and payments made by the Company,
which do not fall under the usual conditions for carrying out the current activity, will be subject to
the approval of the Creditors' Committee.
The sale regulations related to the assets to be liquidated, according to the provisions of the
Reorganization Plan, are subject to the approval of the Creditors' Assembly.
Executive management of UCM Reșița S.A.
The executive management of the Company during 2023 had the following structure:
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
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Mr. Cosmin URSONIU General Director
Mrs. Liliana Nicoleta IONETE - Human Resources and Economic Director
Mr. Cristian MURGU - Director of Production
In the last five years, no member of the administrative or executive management of the Company
was involved in litigation or administrative procedures.
Internal Audit
The internal audit objectives are:
Objective insurance and counseling of the company's systems and activities in order to
make them more efficient
Supporting the achievement of the company's objectives through a systematic and
methodical approach that evaluates and improves the effectiveness of the management
system, based on risk management, control and management processes.
Internal audit activity is exercised over all activities within the Company in accordance with the
approved Annual Internal Audit Plan or Audit Missions set up by the Special Administrator
outside the plan.
Internal auditing ensures greater efficiency through a more appropriate use of human and material
resources, as well as better coordination between the various departments of the Company.
2. Business model description
The main activity domain according to the National Economy Classification (NACE) is "the
manufacture of equipment for the production and use of mechanical power (except for engines for
aircraft, motor vehicles and motorcycles) - Code 281."
The main activity of the Company is "manufacture of engines and turbines (except for aircraft,
motor vehicles and motorcycles) - 2811 CAEN Code".
The company also provides technical assistance services for the rehabilitation and improvement of
existing engineering solutions, specializing in the fields related to its core business.
The main categories of products and services the Company carries out are:
Hydroelectric units equipped with turbines of the type: Kaplan (up to 180 MW),
Francis (up to 170 MW), Bulb (up to 28 MW), Pelton (up to 20 MW) and related
installations (valves, regulators and groups pressure oil) and hydrogenerators with
auxiliary installations;
Constructive design, technological design, assembly, service for manufactured
products / equipment;
Asynchronous electric motors with power ranging from 500 to 10,000 KW;
synchronous motors and synchronous generators with power ranging from 500 to
12,500 KW; motors and DC generators with power ranging from 500 to 6000 KW;
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Yearly report of Judicial Administrator
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Welded assemblies (metal welding constructions / confections), for various
purposes;
Spare parts and repairs / modernization / rehabilitation for all hydro and non-hydro
equipment;
Hydromechanical equipment - repairs;
Machining of forged parts,
Destructive tests within the lab for destructive testing;
Calibration / verification and repair of measuring instruments within the metrology
laboratory
Thermal, thermochemical and galvanic treatments
Currently, the solution to pollution, global warming and ultimately to energy independence is
green energy. Compared to the electricity produced in classical power plants, the energy produced
in hydropower plants is clean, non-polluting.
Starting from these premises, all efforts are subordinated to the Company's mission, to be on the
Romanian market the main supplier of equipment for investment projects, re-technology and
repairs of the hydro-energetic facilities in the country.
3. Main suppliers
Depending on the ability to provide safe products / services, recommended for the manufacture of
items of high importance, UCM Reșița's suppliers are highlighted in three categories:
Class A of those who meet between 10 and 15 points for the criteria imposed by
society;
Class B, which consists of those who meet between 5 and 10 points for the criteria
imposed by the society;
Class C among those who meet less than 5 points for the criteria imposed by society.
On 31.12.2023, the company has 173 established suppliers, out of which 144 are suppliers in the
country, 23 are suppliers of imported products and 6 are suppliers for external collaborations.
Of the domestic suppliers, 116 are in Class A capability and the rest in Class B. All external
suppliers are in Class A, and collaborative suppliers are 5 in Class A, and 1 supplier in Class B.
The main suppliers of UCM Reșița SA are:
-Inox Metal SSR- sheets, pipes, rounds, stainless steel fittings;
-Avenarius Agro GMBH painting material
- Hidarom Sibiu - measuring and control devices, hydraulic equipment, assembly
devices
-Ductil Buzău - electrodes, welding equipment
-Romsenzor Bucharest - measuring and control devices, low voltage devices
-Hexagon OA - assembly parts
- Miras Internaţional – metallurgical products, debited metal constructions;
- Mol Romania - petroleum products (lubricating oil for turbines, generators and machine
tools)
- Brio Electrotehnic - electrical equipment, electrical insulators
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(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
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- HPW Metallwerk - copper conductor for winding generators and electric motors
- Rotec Forge - forged parts
4. Major Customers
The final beneficiary of hydroelectric equipments made by UCM Reșița SA is SPEEH
HIDROELECTRICA SA, whether the Company has contracts concluded directly with this
company, whether it is a subcontractor of SSH HIDROSERV SA.
SPEEH HIDROELECTRICA SA, a leader in power generation and the main provider of
technological services required in the National Energy System, is
a vital company for a strategic sector with implications for national security.
the largest energy producer in Romania considering the primary source of hydro energy;
the largest provider of system services in Romania ensuring the stability of the National
Energy System.
The company manages 430 groups, of which 169 in plants with installed capacity <10 MW, and
250 in HPP> 10 MW, and 11 are pumping groups. In an average hydrological year, Hidroelectrica
provides 30% of the total national electricity production. Hidroelectrica's mission is to create value
by producing and marketing electricity, in a responsible manner towards the community and the
environment, in terms of quality and performance.
SPEEH HIDROELECTRICA SA functions through its 7 branches: SH Bistriţa, SH Cluj, SH
Curtea de Argeş, SH Haţeg, SH Porţile de Fier, SH Râmnicu Vâlcea şi SH Sebeş,which are
managed by hydroelectric power plants strategically located throughout Romania. Among the most
representative hydropower objectives of the company are:
Hydropower and navigation systems Iron Gates I and Iron Gates II
HPP Lotru
Vidraru Hydroelectric Power Plant
Dimitrie Leonida Hydroelectric Power Plant (Stejaru)
Marișelu and Remeți Hydroelectric Power Plants
HPP Râul-Mare Retezat and HPP Ruieni
Gâlceag and Șugag Hydroelectric Power Plants
The strategy of increasing the value of HIDROELECTRICA company takes into account the
following main directions:
cost base optimization and operational optimization
optimizing the operation of production capacities
profitable investments
regional expansion
listing the company.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
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SSH HIDROSERV SA, Hidroserv S.A., Hydroelectric Services Company, is a subsidiary of the
Hidroelectrica S.A. Hydroelectric Power Generation Company, having the legal form of a joint
stock company. Company S.S.H. HIDROSERV S.A. has as main object of activity "Electricity
production", the eight branches of the company (Bistrita, Cluj, Curtea de Argeş, Haţeg, Iron Gates,
Râmnicu Vâlcea, Sebeş, Slatina) being certified to provide services consisting of:
Installation and maintenance of energy aggregates;
Design of electrical, automation and mechanical installations;
Installation and maintenance of high and low voltage electrical installations;
Installation, maintenance and modernization of equipment and secondary circuits
PRAM, AMC;
Civil, industrial and hydro-technical constructions;
Performance and specialty tests;
Technical support and design works in the energy field;
Topo-geodetic and topobatiometric measurements;
Road transport.
By the closing of the hearing held on 10.10.2016 by the Bucharest Tribunal in file 36365/3/2016,
the opening of the general insolvency procedure against SSH HIDROSERV SA was ordered.
By the civil sentence no. 1598/24.06.2020 pronounced in the file 36365/3/2016, published in the
Bulletin of Insolvency Procedures no. 11232/08.07.2020 the syndic judge confirmed the
Reorganization Plan of SSH Hidroserv SA.
On 12.12.2022 the Meeting of Creditors of the debtor SSH Hidroserv approved the extension and
modification of the Reorganization Plan in accordance with the provisions of art. 137-139 of Law
85/2014.
5. Main Competitors
If on the internal hydro market, the competition is relatively limited due to the fact that the
Company has the know-how of all hydropower equipment in operation at Hidroelectrica, on the
external market UCM Reșița has to face fierce competition represented by brand companies in the
field of hydropower equipment, such as:
VOITH HYDRO GmbH & Co. KG KG sets standards in the energy, oil and gas markets, paper,
raw materials, transport and automotive. Founded in 1867, Voith has more than 19.000 employees,
operates in more than 60 countries around the world, and is currently one of Europe's largest
family companies.
A quarter of the world's hydropower is generated by turbines and generators from Voith Hydro.
ANDRITZ HYDRO GmbH, headquartered in Vienna, Austria. The cornerstone of this company
was laid by the pioneers of turbine and generators in Europe and North America in the nineteenth
century. Over time, growth, mergers and cooperation agreements have created a state-of-the-art
technology company with over 7,500 employees, working in more than 50 locations in over 25
countries worldwide and is organized in five major divisions: Large Hydro; Service & Rehab;
Compact Hydro; Turbo Generators; Pumps. It is a global supplier of electromechanical systems
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and services ("water-to-wire") for hydropower plants and one of the world's leading manufacturers
of hydraulic power. The over 175 years of experience in the activity of hydraulic energy supply, as
well as the intensive research and development activities form the solid basis of ANDRITZ
Hydro's skills.
ALSTOM POWER HYDRO, headquartered in Levalois - Perret, France, and manufacturing and
manufacturing subsidiaries in France, India, Canada and Switzerland and only manufacturing in
China, Spain and Brazil, Alstom can deliver hydroelectric solutions and services in a timely
manner and effective throughout the world. The company offers construction of power plants,
turbines, generators, control systems, hydromechanical equipment and electronic components,
provides technical assistance, software development, maintenance, financing and status
monitoring. It has more than 100 years of experience in engineering, procurement and construction
(EPC) of new power plants and operates in more than 70 countries around the world. He also has
experts in the refurbishment, modernization and service of existing plants.
From the point of view of the endowments with installations, equipment and machinery that can
make hydropower aggregates, the main competitors of the Company are:
GENERAL TURBO, in its 45 years of existence on the entire market, has adapted its strategy
according to the requirements of the energy market, materializing its presence especially in
rehabilitation, refurbishment and modernization projects.
On foreign markets, the presence of GENERAL TURBO as General Contractor materialized both
by carrying out projects aimed at providing turnkey new turbogenerators, and by carrying out
complex rehabilitation projects.
POPECI UTILAJ GREU SA, based in Craiova, has over 24 years of experience in the heavy
equipment industry, but also in terms of renting spaces in the industrial park. The company has
permanently invested in modern equipment and qualified personnel.
CUSBAC SRL Bacău, established in 1991, has as specific the design, production and sale of
industrial steel fittings (valves), with working pressures PN2.5 ÷ 25 and nominal dimensions
DN150 ÷ 3500, of hydromechanical machinery and equipment for energy, irrigation, water supply
and sewerage (butterfly valves, check valves, compensators, flat and dam valves, flow control
valves, energy sinks, frequent grate cleaners and zip lines, valve drives, aeration - deaeration
devices, hydration valves for irrigation, sorbents).
The Company has been equipped with state-of-the-art equipment and machinery, so that in a short
time it was possible to manufacture a very wide range of products: butterfly valves, check valves,
mounting compensators, energy sinks, flow control valves, fittings IAHC type hydraulic and
counterweight installation, dam, flat wall valves, cofferdams, manual and electric reducers, various
fittings, specialized in applications.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
9
6. Technical Equipment
UCM Reșița has great opportunities for:
machining on large, medium and small lathes, on milling machines, planning
machines, grinding machines, adjusting machines, CNC machines.
machining on top lathes of parts up to Ø 3,650 x 16,460 mm and weight up to 80
tons;
Machining of carousel lathes with diameters up to Ø 16.000 mm and weight up to
125 tons;
Drilling up to Ø 160 mm with hole widening up to Ø 630 mm maximum at a depth
of maximum 11,000 mm; work piece weight up to 20 tons and honing possibilities;
milling of parts with length / width / height up to a maximum of 24000/5500/4500
mm on milling machines;
milling and boring on milling and boring machines with large dimensions;
clamping for parts with width / maximum height: 2000/2000 mm;
grinding on internal surfaces at minimum / maximum Ø 20/350 mm diameters,
external surface grinding to diameters up to Ø 400 mm and lengths of 20.000 mm.
nondestructive tests in the non-destructive testing laboratory;
destructive tests within the destructive testing laboratory;
calibration / verification and repair of measuring instruments within the metrology
laboratory;
thermal, thermochemical and galvanic coatings
welding equipment: for cutting tins and shaping;
blasting equipment
painting equipment
7. Company development policies and their outcome
UCM Reșița SA has implemented and operates an Integrated Quality Management System -
Environment-Health and Occupational Safety, in accordance with the SR EN ISO 9001: 2015, SR
EN ISO 14001: 2015 and şi SR ISO 45001:2018 referencing requirements, with the certification
body Lloyd's Register Quality Assurance and LRQA RO SRL, as follows:
Quality management system according to the SR EN ISO 9001: 2015 standard
Environmental management system according to the SR EN ISO 14001: 2015
standard
Occupational health and safety management system according to the SR ISO
45001:2018. standard.
It also holds the following certifications / attestations / authorizations / licenses:
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Certificate no. 010/5/2023, rev. 0, capability certificate according to EN ISO 3834-2
for welding (welding, gluing and cutting), hydropower equipment and naval and
rail diesel engines and welding processes: manual welding with coated electrode
(111, MMA); arc welding in active gas / inert gas with fused electrode (135/131,
MAG / MIG); arc welding in active gas with tubular wire (136 MAG); welding
under flux layer with electrode wire (121, UP); TIG welding (141, WIG), issued by
ISIM Cert Timisoara;
Certificate of Conformity of factory production control 2028-CRP-359 for structural
use according to EN 1090-1 + A1: 2011 issued by RINA SIMTEX;
Approval certificate for the production of spare parts for Diesel engines Sulzer 12
LDS 28 B, 6 LDA 28 B and 6 LDSR 28 B, OT series, no. 40/2021, issued by
AFER (Romanian Railway Authority);
Agreement for carrying out the destructive testing activity DISPR/CR6/J, K, L/
0041/0/21.07.2016, in accordance with the ISCIR CR 6-2013 Technical
Prescriptions and Minutes no. 65C-049, issued by ISCIR;
License for electricity distribution no.1019 / 30.06.2011, issued by ANRE;
Certificate No. DISPR/K/8872/05.06.2013 for technical personnel, Technical
Assistant for destructive examinations issued by ISCIR
Certificate No. DISPR/J/8881/05.06.2013 for technical personnel, Technical officer
for non-destructive examinations, issued by ISCIR
Certificate No. DISPR/I/6831/07.11.2012 for technical personnel, Technical
Assistant with welding for pressure installations and RTS lifting equipment, issued
by ISCIR;
Authorization No. OR/CR4/C, O/24,25,26/1192/1/05.08.2013 for repair,
maintenance and overhaul of cranes (displaceable on tracks without running track
with So = 50t/running with So = 200 t; with arm and/or rotating platform working
at fixed point or moving on horsepower with So = 20 t), issued by ISCIR;
Authorization No. DISPR/CR4/E/24, 25/3716/2/21.10.2015 for technical checks in
use for technical investigations / examinations on cranes (displaceable on runways
without Sn = 20t/horses with running track with Sn = 200 t), issued by ISCIR;
Authorization no. OR/CR4/P/1482/12.09.2016 for the repair, maintenance and
technical review of the electric and hydraulic lifts for people, people and goods or
of goods with internal control with Smax = 5000 kg, issued by ISCIR.
Authorization No: OR/CR4/K, L/14/1094/1 /17.01.2013. Authorization Update No.
OR/CR4/K, L/1094/2/11.10.2018 - Verification (on opening-closing), repair and
adjustment of the safety devices apvad Pmax = 25 bar, Dnmax = 80 mm, issued by
ISCIR;
Authorization No: OR/CR 4/D/1,2,3/1188/0/04.07.2013. Authorization Update No.
OR/CR4/D/1,2,3/1188/1/10.01.2019 Technical verification in use at: Fuel
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consuming machines with P≤400KW; Hot water boilers with P≤400KW; Low
pressure steam boilers with Q≤0.6 t / h, issued by ISCIR;
Authorization No: OR/CR4/F, D/6/1552/0/06.07.2017 according to the minutes no.
66C-388 of 06.07.2017 for repair and maintenance, technical checks in use of
liquid or gaseous fuel burners equipping technological installations with nominal
power having P=2000kw and liquid or gaseous fuel burners equipping hot air or
radiation heating appliances with nominal power having P between 400kw-
2000kw, from ISCIR;
CERTIFICATE OF ENERGY MANAGER no. 0264/21.09.2022 with ANRE
(National Energy Regulatory Authority), issued by ANRE;
Certificate of conformity no. GALEX.Sp.2021.357.1110X for paint - drying booth
from DP0600, contract no. 5859-2018, issued by INSEMEX PETROSANI;
License No.0178805/2016 for the public road transport of goods and Compliant
copies (issued annually), issued by ARR (Romanian Road Authority);
Certificate of Technical Inspection Stelaj for gas transport in containers- no.
81857/20.06.2023 (ADR), issued by IPROCHIM SA Bucharest;
Certificate of visual examination, level 2 (VT), according to EN ISO 9712: 2013- 4
people, issued by ISIM CERT END;
Ultrasound examination certification-UT 2, 4 people.; with penetrating liquids-PT
2, 4 people; with magnetic particles - MT 2, 4 people, issued by ISIM CERT END;
Certificate (RADTP IR) no. DISPR / D / 11279 / 01.04.2015, issued by ISCIR;
Certificate (RSL IR) no. DISPR / H / 8435 / 15.04.2013, issued by ISCIR;
Authorization (RSVTI) no. TM-176/10.03.2023, issued by ISCIR;
Certificate (RADTE IR) no. DISPR / F / 11464 / 10.06.2015, issued by ISCIR;
ISCIR authorizations for slide bridge cranes, issued by ISCIR;
Welders’ Authorizations, issued by ISCIR / ISIM / RINA SIMTEX;
Certificate (RSL IP) No. DISPR/G/12536/15.11.2016 Specialized technical
personnel, responsible for the supervision of the constructions at installations under
pressure (RSL-IP), issued by ISCIR;
Amended certificate (RVT) No. DISPR/A/13988/11.09.2018 Specialized technical
personnel, responsible for the technical verification in use of the heating appliances
supplied with solid, liquid or gas fuel, of the hot water boilers P≤400KW, of the
low pressure steam boilers with the flow rate Q≤0.6 T / H and the burners with
gaseous and liquid fuels (RVT), issued by ISCIR;
To Implement the Development Strategy Top Managing:
Issued Quality Policy, Environmental Policy, Occupational Health and Safety
Policy, which represent the general principles on which UCM Reșița's work is
based on quality, environment, occupational health and safety;
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established objectives in the field of quality/environment/occupational health and
safety;
determined the external and internal aspects relevant to its strategic direction and
direction, the context in which the company operates;
determined the relevant internal and external stakeholders and their requirements;
determined the organizational and operational risks and opportunities.
In order to achieve the proposed goal, the top management of our company is committed to:
allocating the necessary resources for the implementation and improvement of the
quality management system processes;
promotion of process-based approach and risk-based thinking;
ensuring the organizational framework for establishing and analyzing the quality
objectives, correlated with identified risks and opportunities;
raise the level of training and awareness of the personnel regarding the quality of
the activities carried out;
continuously improving the quality of products and services provided, as well as
increasing customer satisfaction;
know and comply with legal requirements and applicable regulations
meeting the requirements and expectations of stakeholders;
maintaining and improving an effective quality management system;
protecting the environment including accidental pollution prevention
employee awareness of the environmental aspects generated by the activity carried
out
compliance with legal requirements and fulfillment of compliance obligations
continuous improvement of the environmental management system in order to
increase the company's environmental performance
provide the best conditions for the process, in order to protect the life, body integrity
and health of the personnel.
allocating the necessary resources for implementing and improving the processes of
the health and safety management system at work;
providing protective equipment in accordance with the Collective Labor Agreement
and the Internal Regulations;
implementing the technical measures established in the Prevention and Protection
Plan of UCM Reşiţa by allocating resources to improve working conditions;
maintaining the certification of the quality management systems/environment/health
and safety at work through annual surveillance audits carried out by the
certification body;
recertification of the quality/environmental/health and safety management systems,
at a 3-year cycle.
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for the accounting year ended on December 31, 2023
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During the annual Analysis session conducted by management at the highest level, the following
aspects were discussed:
the state of execution of the judgments ordered at the previous meeting;
relevant changes in the Company's external and internal context
Stage of achieving the objectives in the field of quality;
product conformity;
costs of internal non-quality;
costs of external non-quality;
the costs of total non-quality;
the situation of internal/external audits;
situation of the implementation of corrective actions ordered;
the stage of the training and the effectiveness of the training;
measuring customer satisfaction and feedback from relevant stakeholders;
risk and opportunity management;
performance of external suppliers;
proposals for improvement;
environmental report;
the occupational health and safety report.
The results of the Management's Analysis are materialized by decisions in the Managing Analysis
Session Synthesis, for which the responsible persons and the deadlines for the implementation are
established.
The Quality Bulletin is compiled monthly and includes: Product compliance, Internal non-quality
costs, External non-quality costs, Total non-quality costs, Quality objectives, Risk and opportunity
management, General conclusions.
8. Risk management
Risk management is a complex process of identifying, analyzing and responding to possible risks
to which the Company is exposed, through a documented approach, which uses material, financial
and human resources to achieve its objectives, aiming to reduce their exposure to losses.
The implementation of risk management within the Company is achieved by:
systematic analysis, at least once a year, of the risks related to the activity
identification of new risks
establishing the type of risk response and the limits
appointing those responsible for the risks
recording the information on risks in the risk register.
UCM Reșița SA is exposed to the following risks:
• Credit risk
• Liquidity risk
• Currency risk
• Market risk and economic environment
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
14
• Personnel risk
• Quality risk
• Occupational health and safety risk
• Environmental risk
Risk management policies and systems are regularly reviewed to reflect changes in market
conditions and the Company's business/activity.
Credit risk is the risk that the Company will incur a financial loss as a result of the breach of
contractual obligations by a client or a counterparty to a financial instrument, and this risk results
mainly from trade receivables. The company monitors the exposure to credit risk by analyzing the
seniority of the receivables it registers and acts to recover the past due or expired ones.
Exposure to credit risk is influenced by the individual characteristics of each client and the country
in which he operates. Most of UCM Reșița's clients operate in Romania.
The Company's management constantly monitors this exposure, in order to be able to mention the
risk as low as possible.
Liquidity risk is the risk that the Company will encounter difficulties in fulfilling its obligations
associated with debts that are settled in cash or by transferring another financial asset.
The Company's approach to liquidity risk is to provide, to the extent possible, sufficient liquidity at
all times to meet its debts when they become due, both under normal and stressful conditions,
without bear unacceptable losses or jeopardize the Company's reputation.
To counteract this risk factor, the Company applied restrictive measures to deliver the products to
uncertain customers, even requesting advance payment.
The management of the Company is also concerned with the careful selection of new customers
according to their creditworthiness and financial discipline.
Currency risk
The Company operates in Romania, in an economic environment with strong fluctuations of the
national currency against other currencies; The company has transactions in a currency other than
the functional currency (RON).
Transactions made in foreign currency are converted into lei at the exchange rate valid on the date
of the transaction.
Therefore, there is a moderate risk of depreciation of net monetary asset value expressed in
domestic currency, the foreign exchange market in Romania regarding conversion of domestic
currency in other currencies being organized by the rules and common practices strengthened in
the last years and the role of BNR in this regard is very important.
Currently, there is no market from abroad to perform conversion of the domestic currency into
other currencies.
Risk of market and economic environment
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
15
The Romanian economy is still in transition, the economic crisis significantly affecting it, even if
there is some certainty about the future evolution of Romania's policy and economic development,
as a member of the Union European.
Market risk is the risk that changes in market prices, such as exchange rates, interest rates, and
declining market demand will affect the Company's revenue.
The management of the Company cannot foresee the changes that will take place in Romania and
their effects on the financial position, on the results of the activity or on the cash flows of the
Company for the following accounting year, only within the limits of available information.
Eventual changes that could affect the internal conditions of Romania and the effect they could
have on the activities of the customers of the Company and hence, on the financial position, on
results and cash flows of the Company could not be taken into account in preparing the financial
statements, only within the possible limits of predictability.
The instability of the market for raw materials and materials is a risk that has been mitigated by
market research, renegotiation of contract terms and even change of suppliers, if it was not
possible to change the terms.
The risk of price volatility from electricity, methane gas, metals, diesel, was prevented, as far as
possible, by finding new suppliers or renegotiating contracts with traditional suppliers.
Identification and evaluation of business opportunities, including the development (capital
investment), influenced by the current state of economic recession (crisis), analysis of compliance
with the crediting contracts and other contractual obligation, evaluation of significant uncertainties,
including those related to the ability of the Company to continue to operate for a reasonable period
of time, due to falling demand, all these are permanent tasks in attention of Company’s
management for the purposes of identification, access and use of financial resources, respectively
substantiation of possible future financial flows in order to support the principle of continuity.
The customers of the Company can also be affected by the crisis situations, the lack of liquidity
which could affect their capacity to pay the current debts.
Impairment to customers’ business and operating conditions may also affect grounding of cash
flow provisions, respectively the analysis of the Company’s financial assets (debits) depreciation
The Company's management cannot predict all events that could affect the industrial sector in
Romania, respectively their impact on the financial statements.
Personnel risk is the risk that the Company will encounter difficulties in carrying out its activity
due to the lack of qualified personnel on the labor market and the aging of the existing one.
The Company's approach to the shortage of qualified staff is aimed at maintaining a close link with
the city's educational institutions.
Thus, the UCM Reșița Company, through the schooling applications submitted annually, is
involved in the process of establishing the schooling plan at pre-university education level, as well
as its endorsement, as a member of the Local Committee for Social Partnership Development
(CLDPS).
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
16
Furtheron the Society has partnerships with educational institutions for internships for students and
pupils in vocational and post-secondary education.
The biological risk posed by age is maintained at a reasonable level.
Quality risk
In the field of quality, there were identified, evaluated and analyzed 54 risks (50 operational and 4
organizational) and 6 opportunities for which there were established and implemented actions to
deal with risks and opportunities.
The Company has appointed, by Internal Decision: the Head of Quality Risk and Opportunity
Management, as well as the members of the Quality Risk and Opportunity Management
Committee.
The record of risks and opportunities identified, evaluated, analyzed and dealt with is done by
completing and keeping up-to-date a Register of risks, respectively an Register of opportunities.
Occupational health and safety risk
For the occupational health and safety management system, there were identified, evaluated and
analyzed 4 risks and 1 opportunity, and there were taken actions to deal with risks and
opportunities.
The members of the Health and Safety Risk and Opportunity Management Committee, as well as
the Health and Safety Risk and Opportunity Management Officer, have been appointed to the
Company by Internal Decision.
The evidence of the risks and opportunities identified, evaluated, analyzed and treated is made by
completing and maintaining an up-to-date Register of risks, respectively of a Register of
opportunities.
The environmental risk is due to the fact that the organization's activities may generate certain
forms of environmental change, thus inducing a potential danger. The effect of human activity can
be a threat to flora, fauna, and human health and well-being. Destructive effects can also affect
water, air, soil, energy and climate in general.
For the environmental management system, 12 risks and 8 opportunities were identified, evaluated
and analyzed, for which actions to deal with the risks and opportunities were established and
implemented.
Further on, by Internal Decision, the members of the Environmental Risks and Opportunities
Management Commission were appointed, as well as the Person in Charge of Environmental Risks
and Opportunities Management.
The record of risks and opportunities identified, evaluated, analyzed and dealt with is done by
completing and keeping up-to-date a Register of risks, respectively an Register of opportunities.
The risk to the Company stems from environmental issues and includes the risk of non-compliance
with existing or future legislation and criteria.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
17
The objectives that the Company pursues to reduce and eliminate this risk are:
Protecting the environment, including preventing accidental pollution;
Ensuring compliance with legal requirements on environmental protection;
Awareness of employees about the environmental aspects generated by the activity;
Collaboration with customers and suppliers to ensure compliance with the Environmental
Policy;
Continuous improvement of the Environmental Management System, in order to increase
the environmental performance of the Company.
The environmental risks were identified and assessed, as well as the environmental opportunities
corresponding to the activity carried out by all departments. The established measures and the
preventive actions carried out led to the prevention of the pollution of the environmental factors.
9. Key non-financial performance indicators
THE SWOT ANALYSIS
SWOT analysis provides information that helps to synchronise the Company's resources and
capabilities with the competitive environment in which it operates.
BEST POINTS
WEAK POINTS
* diversity of technical
equipment;
* qualified staff;
* well-defined working
procedures;
* high average age among
specialists;
OPORTUNITIES
THREATS
* national and European policy in
relation to green energy systems;
* market trends
*technological progress;
*lack of qualified labor market
personnel
The ultimate goal of SWOT analysis is to help discover the best ways to transform:
opportunities into strengths
threats into opportunities
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
18
weaknesses into strengths, and
to capitalise on the organisation's strengths.
10. Aspects regarding impact over environment
Aware of the nature and magnitude of the impact of its activities, products and services on the
environment, the understanding of the expectations of internal / external stakeholders regarding
environmental protection, S.C. U.C.M. Reşiţa S.A. has proposed the continuous growth of its
environmental performance as one of the important factors for sustainable development.
The objectives pursued for this purpose are as follows:
Protecting the environment, including the prevention of accidental pollution;
Compliance with legal requirements and fulfillment of compliance obligations;
Employee awareness of the environmental aspects generated by the work done;
Collaborate with customers and suppliers to ensure compliance with Environmental
Policy;
Continuous improvement of the Environmental Management System in order to
increase the Company's environmental performance.
a) The environmental management system of S.C. UCM Reșița is certified in accordance with
SR EN ISO 14001: 2015, the company holding the certificate no. 10313399 / 03.12.2020
(validity: 22.01.2024), issued by the Lloyd's Register (Romania) LLC certification body. In
December 2023, the LRQA recertification audit of the Environmental Management System
for obtaining a new certificate in accordance with SR EN ISO 14001: 2015 was carried out
successfully.
The way in which compliance with legal requirements in environmental and water management
permits is regulated, is monitored at the level of each activity compartment.
Explaining the effects that the incorrect application or the ignorance of the legal provisions may
have, is carried out by the personnel of the Environmental Protection service during the internal
environmental audits, as well as the environmental protection officers of the Company, at the
monthly training sessions organized with the personnel from the departments in which they
operate.
UCM Reșița SA holds the following environmental authorizations issued by the Caraş - Severin
Environmental Protection Agency:
Environmental permit no. 94 of 18.11.2021, for the ABC industrial platform - valid for the
entire period in which UCM Reșița obtains the annual visa, according to the provisions of Law
219/2019; Annual visa decision no 357 of 09.10.2023 was issued in 2023.
• The environmental authorization no. 96/25.11.2019, for the industrial platform Câlnicel -
valid for the entire period in which UCM Reșița obtains the annual visa, according to the
provisions of Law 219/2019; Annual visa decision no 358 of 09.10.2023 was issued in 2023.
The authorizations for water management owned by the Company are the following:
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
19
Water Management Authorization no. 21 / S.G.A. - CS, from 29.03.2021, regarding the ABC
industrial platform - valid until 29.03.2024. The document was issued by the CS Water
Management System;
Water Management Authorization no. 60/S.G.A./14.12.2022, regarding the Câlnicel
industrial platform - valid until 14.12.2025. The document was issued by the CS Water
Management System.
The periodic assessment of compliance with legal requirements and other applicable requirements
is made in relation to:
environmental policy and objectives and planning the achievement of the company's
environmental objectives;
compliance obligations (legal requirements and other requirements to which the
Company subscribes);
the environmental aspects identified for each activity of the Company.
Keeping ongoing processes and associated environmental impacts under control is done by
Environmental Protection Service staff, supported by the activity coordinators and environmental
managers appointed at each compartment/department/service.
Environmental aspects of the activities, products, and services provided by the Company which,
from a life-cycle perspective, it can control and/or influence upon, taking into account new,
planned or new developments, activities, products or services, or modified to identify and evaluate
those that have or may have a significant impact on the environment have been identified since
2008. They have been established for permanent activities carried out by their own staff, resulting
in permanent environmental issues, as well as temporary activities carried out by its own personnel
or by suppliers on behalf of the Company resulting in temporary environmental aspects. A
particular emphasis is placed on keeping the significant environmental aspects under control.
In recent years, the total number of significant environmental issues has decreased in proportion to
the restriction of activity, but also in direct connection with the awareness of the personnel
regarding the protection of the environment. The control of significant environmental aspects
arising from the main and auxiliary activities carried out in the compartments is controlled by
maintaining the existing operational control.
The Company benefits from the following installations/equipment for the protection of the
environmental factors:
- 6 separators of petroleum products/sludge decanters with coalescent filters, one separator
with dock and one with float, mounted on the industrial/pluvial wastewater discharges from the
ABC platform, in the Bârzava river,
- a wastewater neutralization station with chromium and zinc content with which the Heat
Treatments section of the ABC platform is equipped;
- emission retention facilities resulting from blasting and dyeing production processes, which
equip the section Welded Assemblies and Mechanical Processing on the Câlnicel platform.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
20
Waste management resulting from the production processes is carried out selectively, the
personnel being trained for this purpose. UCM Reșița has an adequate infrastructure for temporary
collection and disposal of dangerous and non-dangerous waste until it is handed over to authorized
collectors for recovery or disposal, in compliance with the specific legislation.
Dangerous chemicals used in production processes are safely stored in compliant warehouses and
handled in accordance with the Safety Data Sheets accompanying each of these products. The
chemical / chemical storage facilities have concrete floors, have natural or forced ventilation and
are equipped with means of intervention in case of accidental pollution.
Prevention and intervention in the event of an emergency situation is carried out by the personnel
of the Company's Private Service for Emergency Situations as well as the staff of the intervention
teams within the departments/services, appointed by internal decisions, in order to prevent
accidental pollution.
The consumption of utilities needed to carry out the activity is monitored monthly. By the
measures established by the top management, reductions in the consumption of the following
energy fluids were made:
Reduction of drinking water from 28064 m
3
consumption in 2022 to 23243 m
3
consumption in 2023 was achieved through interventions on water networks, where
they required replacement of broken/damaged sections.
The reduction of electricity consumption, was achieved by rationalizing the own
technological electricity consumption of the Electrical Distribution Stations,
decommissioning two 1000 KVA electrical transformers and complying with the
exterior and interior lighting.
Reduction of natural gas consumption by replacing even since 2012, the heating
system with local heating using ceramic gas radiators that are installed on the walls
of the halls production.
The environmental risks as well as the environmental opportunities corresponding to the activities
of the Company's compartments have been identified and evaluated, the established measures and
the preventive actions carried out have led to the prevention of pollution of environmental factors.
Verification of compliance with the monitoring requirements of the environmental factors
(emissions), waste water, drilling / underground water, equivalent noise level shall be made
periodically based on the results of the test reports issued by the Company's laboratory and by the
authorized and accredited RENAR external laboratory contracted for this activity.
Environmental monitoring requirements are included in the two environmental and water
management permits that the Company owns for the work points in which they operate are the
following:
quarterly monitoring of the quality of the industrial and pluvial wastewater discharged into
natural emissaries through existing exhaust manifolds on ABC industrial platform and
semiannual for evacuation from Câlnicel platform;
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
21
the air quality (immissions) on the ABC and Câlnicel industrial platform is
monitored annually;
the groundwater quality of the ABC platform is monitored annually;
As a result of the activities carried out in recent years by a staff well trained and aware that it has
to protect the environment, after monitoring / measurement of the quality of the environmental
factors it was concluded that there are no exceedances of the admissible limits, according to the
legislation in force. The conclusion resulted from the self-monitoring (by the Internal Physical-
Chemical Laboratory), the monitoring provided by the contracted authorized company (SC
Givaroli Impex SRL Bucharest), or following the monitoring performed by the representatives of
the authority in the field of water management, (The Management System of the Reșița, Caraş -
Severin Waters).
During 2023, at the deadlines and frequencies established in the environmental permits, or at the
request of the competent local or national environmental authorities (APM CS or ANPM), the
following reports were sent to the Environmental Protection Agency:
management of hazardous chemicals - annually;
transport of hazardous waste - quarterly;
quantities of industrial emissions - annually;
statistical situation on waste management, GD PRODDES form - annually;
inventory of volatile organic compound (VOC) emissions - annually;
reporting of classified chemicals according to Regulation 1272/2008 (CLP) - annually;
annual visa application for environmental permits for the ABC platform and Câlnicel -
annual;
update the PCB oil equipment disposal plan - annually,
PRAM verification of PCB oil electrical transformers - every 2 years.
In the context of the revision of the environmental permits at the end of 2022, UCM Reșița
requested the Caraș-Severin Environmental Protection Agency, by addresses no. 133/DG
0060/12.04.2023 and no. 134/DG 0060/12.04.2023, to establish the environmental obligations in
the case of the procedure for the recovery/sale of assets owned by the Company, located on the
ABC and Câlnicel industrial platforms. Based on the verification control carried out by the
representatives of APM CS on the two industrial platforms, the Environmental Obligations and the
imposed measures and deadlines for their implementation were issued for the recovery/sale of
assets, buildings and land owned by the Company, located on the ABC and Câlnicel platforms,
documents registered under numbers 4447/AAA/21.07.2023 and 4448/AAA/21.07.2023.
Given that part of the assets held by UCM Reșița S.A. are to be transferred to S.P.E.E.H.
Hidroelectrica S.A., the Company requested, in September and October 2023, the views of the
Caraș-Severin Environmental Protection Agency and the Caraș-Severin Water Management
System on how to regulate environmental protection and water management activities. The
response of the SGA CS to the request was contained in the address no. 5525/29.11.2023.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
22
By addresses no. 288/DG 0060/15.12.2023 and no. 289/DG 0060/15.12.2023, the Company
informed APM CS and SGA CS of the signing on 08.12.2023 of the Framework Contract for the
sale and purchase of the business concluded between UCM Reşiţa şi SPEEH Hidrolectrica S.A.
The Company's compliance with the requirements of the environmental and water management
authorities is supported by the positive conclusions of the external audits of their representatives,
as well as the internal audits carried out by the Environmental Protection Service staff in all
departments.
UCM Reșița has not been involved in litigation concerning environmental quality and no court
decisions have been issued concerning environmental quality.
11. Social and staff aspects
On December 31, 2023, UCM Reșița SA had a staff of 442 employees assigned to the following
structure:
287 workers, representing 64,93% of the staff
17 foremen, accounting for 3,85% of staff
138 TESA, representing 31,22% of staff.
The number of workers on 31.12.2023 decreased by 11%, compared to the same date of the
previous year. This significant decrease is mainly due to the favorable retirement conditions
granted in 2023 and the shortage of skilled labor in the labor market, which has made it impossible
to replace those who have left.
On 31.12.2023, out of the total number of staff, 42 employees are re-employed pensioners who
cumulate their pension with their salary, plus 13 employees who have suspended their pension, but
who may at any time take advantage of the right obtained and cancel the suspension.
The unionization degree of the workforce in December 2023 was of 47,3%.
The employer acknowledges the Union Reșița 1771” as representative union, in accordance with
the Law 62/2011 (The Law of Social Dialogue) that has 176 members and is part of Frăția CNSRL
but also the “Independent Free Union”, as legally constituted union with 33 members.
The rights and obligations of employees are established by the Individual Labor Agreement
concluded between the representatives of the employer and the representatives of the employees on
28.05.2021, as annex and part of the applicable Collective Labor Agreement.
On 15 May 2023, Additional Act No. 2 was concluded to extend Collective Labour Agreement No.
3 of 28.05.2021 for a period of 12 months, until 07.06.2024.
During 2023 there were no labor disputes, the unions even taking an active role in supporting the
interests of the Company, under the harsh conditions of the insolvency period.
For health and safety at work, UCM Reșița provides medical services through the Labor Medicine
Cabinet - Doctor Viorel Tătaru, according to the Service Contract.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
23
The employees are consulted by the medical staff of the medical cabinet, according to HG
355/2007.
Chapters IV and V of the Collective Bargaining Agreement provide for health and safety measures
at work and social protection, agreed with the representative union.
12. Data protection aspects
As a consequence of the application of Regulation (EU) 679 of 27 April 2016 on the protection of
individuals with regard to the processing of personal data and on the free movement of such data
and repealing Directive 95/46 / EC (Data Protection Regulation), SC UCM Reşiţa S.A as data
operator took the following measures:
appointed a Personal Data Protection Officer through an Internal Decision and notified the
National Supervisory Authority for Personal Data Processing
trained the Data Protection Officer and the personnel who process personal data within the
Company
elaborated and submitted Information Note on the processing of personal data to potential
employees, employees, current/potential clients/suppliers/potential partners of the
Company, including the rights of the data subject in relation to the processing of personal
data
updated the Internal Regulation
has implemented adequate technical and organizational measures to ensure personal data
security, protection against unauthorized destruction, modification, disclosure or
unauthorized access.
updated internal procedures and Job Descriptions
has drawn up Additional Documents to the contracts concluded between the operator and
the persons empowered, regarding the processing of personal data,
has drawn up the Record of the processing of personal data within the Company
set up IT security Policies and IT security procedures.
During 2022 there were no incidents related to the protection and processing of personal data.
13. Climate change issues
UCM Reșița held permit no. 123/21.04.2021, on greenhouse gas emissions for the period 2021-
2030, for the ABC platform working point and no. 124/21.04.2021, on greenhouse gas emissions
for the period 2021-2030, for the Câlnicel platform working point. The documents were issued by
the National Agency for Environmental Protection (ANPM), although the Company has reported
on several occasions that the total rated thermal output has been below 20 MW at each of the two
sites since 2012, when the operation of the thermal power plants on the two industrial platforms
was discontinued and replaced by local heating systems.
As a result of the insistent steps taken by UCM Reșița during 2022 and the first part of 2023 to exit
the greenhouse gas trading scheme, the National Agency for Environmental Protection stated in its
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
24
address no. 1/1043/LAP/16.03. 2023, that the two workplaces no longer carry out the activity
"Combustion of fuels in installations with a total rated thermal input of more than 20 MW (except
installations for the incineration of hazardous or municipal waste)", regulated by Government
Decision No 780/2006, as the two installations (ABC and Câlnicel) have a rated thermal input of
less than 20 MW.
Thus, the greenhouse gas emission permits no. 123/21.04.2021 and no. 124/21.04.2021, for the
period 2021-2030, held by UCM Reșița for the ABC Platform and the Câlnicel Platform expired
on 16.03.2023.
Despite all the steps taken over time by the Company, the Environmental Fund Agency issued two
tax decisions for unrefunded certificates for the period 2021-2022, which UCM Reșița contested.
In relation to these tax decisions, two court cases are pending for a total amount of 270,994 lei, as
follows:
- File 24511/3/2023, by which SC UCM Reșița SA contested the Tax Decision 2/05.05.2022 /
AFM/24658/09.05.2022 for the amount of 122,286 lei.
- File 7983/2/2023, pending before the Bucharest Court of Appeal, by which SC UCM Reșița SA
contested tax decision 2/11.05.2023/ AFM/32720/15.05.2023 for the sum of 148 708 lei. This file
has no deadline.
14. Remuneration policy
By civil sentence no. 351/01.02.2022 issued in file no. 75017/3/2011 pursuant to art. 101 of Law
85/2006 on the insolvency procedure, the Bucharest Court, VII
th
Civil Section, confirmed the
reorganization plan proposed by the Judicial Administrator for the debtor UCM Reşiţa SA, as
approved by the Creditors' Meeting of 26.10.2021, following that the debtor's activity during the
reorganization being led by the Judicial Administrator.
Thus, in accordance with the provisions of the syndic judge related to the management of the
activity by the Judicial Administrator, in conjunction with the provisions of art. 103, para. (1) of
Law 85/2006 according to which, during the reorganization, the shareholders do not have the right
to intervene in the management, or in the administration of the debtor's assets, the General Meeting
of Shareholders has no powers on the establishment of the remuneration principles and methods
used by Society.
On 31.12.2023, the Company's administration was ensured by the consortium of Judicial
Administrators appointed by the Creditors' Assembly convened on 11.11.2013.
The Creditors' Assembly confirmed the syndic judge's decision to remunerate the consortium of
Judicial Administrators with a fixed fee of 2500 lei (excluding VAT) and a percentage
remuneration of 3% (excluding VAT) from the capitalization of the debtor's assets and/or the
recovery of her debts.
The executive management of the Company is ensured by three directors employed with individual
employment contracts for an indefinite period.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
25
The company does not grant variable or share-based remuneration.
15. Aspects regarding research and development
In the financial year ended on 31.12.2023 UCM Reșița did not allocate resources for research and
development. This fact is mainly due to the reorganization procedure in which the Company was,
through the Reorganization Plan approved by the creditors, being no amounts provided for this
budget chapter.
Reformulation Given its technological capabilities and know-how, the Company is trying to
consolidate the recently won market segments, in the fields of irrigation pumps and electric motors
in the extractive and cement industries.
II. Financial Statement
The Annual Financial Statements on 31 December 2023 are prepared in accordance with the Order
of the Minister of Public Finance no. 2844/2016.
During 2023 the company carries out mainly activities in the hydro-energetic field, on the
domestic market.
The weight of each sort of products or services reflected in the total sales for the year 2023 is
as follows:
No.
Group of products
Weight in total sales
1.
Hydro Power Units (new products and rehabilitation)
85,12%
2.
Electric motors + repairs
5,67%
3.
Others
3,55%
4.
Services
1,63%
5.
Other revenues
4,03%
UCM Reșița had in its portfolio, on 31.12.2023, important contracts on the domestic market with
the subsidiaries SPEEH Hidroelectrica and SSH Hidroserv : HPP Porți de Fier I and HPP Viștea.
The main customers of the Company, as a result of the turnover value achieved in 2023, are listed
below:
No.
Weight in total sales
1.
63,72 %
2.
22,56 %
3.
2,03%
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
26
It should be underlined that in 2023 UCM Reșița SA was captive on the domestic market,
depending on 86,28% of a single customer, as in case of the contracts performed by Romelectro
S.A. and Hidroserv, the final beneficiary is the same, namely Hidroelectrica SA.
Trends, elements or factors of uncertainty affecting the Company's liquidity, compared to the
same period of the last year
The main economical-financial indicators are shown in the table below, with the note that "N/A"
means that these indicators cannot be calculated.
Indicators
2022
2023
1
Liquidity indicators
Indicator for current liquidity - in number of times
0,24
0,23
Indicator for immediate liquidity (acid test) - in number of times
0,05
0,05
2
Risk indicators
Indicator for indebtedness rate
N/A
N/A
Indicator for interest coverage - in number of times
(if negative, it will not be calculated)
N/A
N/A
3
Activity indicators
Turnover ratio of debts - customers - in number of days
297
150
Turnover ratio of credits - suppliers - in number of days
292
76
Turnover ratio of fixed assets - number of times
0,37
0,70
Turnover ratio of total assets - in number of times
0,13
0,24
Turnover ratio of stocks - in number of times
1,49
0,38
4
Profitability indicators
Gross margin on sales (%)
N/A
N/A
The indicator for current liquidity with reference to the operating capital, respectively the indicator
for immediate liquidity (acid test), represents the ratio between current liabilities (on short term)
and current assets, and respectively the ratio between these liabilities and the current assets less the
stocks.
The indicator for current liquidity with reference to the operating capital, respectively the indicator
for immediate liquidity (acid test), represents the ratio between current liabilities (on short term)
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
27
and current assets, and respectively the ratio between these liabilities and the current assets less the
stocks.
The values of these indicators are below the levels recommended for a situation of financial
stability, reflecting a reduced capacity to cover the current liabilities from the current assets, and
respectively from receivables and liquidity.
The indebtedness rate shows how many times the loan capital (credits for a period exceeding one
year) is included in equity, reflecting the situation for long-term financing of the Company at the
end of the accounting year. This indicator is not calculated, since the Company has no credits for a
period exceeding one year, respectively the equity has negative value.
The rate of interest coverage shows how many times the expenses can be covered by the interest
from profit before interest and tax. The smaller are the values of these indicators, the greater is
considered the risk for the Company's position. In 2023 the Company ended the accounting year
with losses and this indicator is not calculated.
The turnover ratio of debits-customers shows the number of days within which the debtors
(customers) pay their debts to the Company and thus expresses its effectiveness on the recovery of
receivables.
The turnover ratio of credits-suppliers shows the number of credit days that the Company obtains
from its suppliers. The Company has credibility in terms of its ability to pay the suppliers.
The turnover ratio of fixed assets shows the management efficiency in the use of fixed assets,
expressing the value of the turnover generated by their exploitation. An increasing value shows
that there is a better efficiency in the use of the fixed assets.
The turnover ratio of the total assets shows the management efficiency in the use of all the
available assets, expressing the value of the turnover generated by them. In the accounting year
ended, there is noticed an increase in the efficiency to use the Company's assets.
The turnover ratio of stocks indicates the management efficiency in the use of current stocks,
expressing the number of their revolution in relation with the total costs of the turnover.
The gross margin from sales reflects the Company's efficiency expressed by the weight of profit in
total revenues, respectively its advantageousness (profitability). A low value of this percentage
may reflect the fact that the Company is unable to control its production costs or to achieve the
optimum sale price. The cost of sales is negative and this indicator is not calculated.
The financial risk factors identified by the Company are:
- Currency risk
- Credit risk (installments, interest)
- Liquidity risk
- Market and economic risk
A summary of the nature of the activities and managerial policies for managing financial risks has
been presented in point 8 - Risk Management in the Non-Financial Statement.
Situation of lands and issues related to the ownership on the Company’s tangible assets
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
28
The situation of lands owned by the Company at 31.12.2023 is as follows:
During 2023, the Company
has registered the land area
acquired by the Certificate
of ownership certificate
MO3 no. 7639, as well
as the remaining
unregistered land from the
Certificate of ownership
certificate MO3 no.
5507.
Thus, on 31.12.2023, all
the land owned by
UCM Reșița is
registered.
During 2023, the Society
updated part of the land
register extracts and
proceeded to the
No
Location
Certificate of
ownership
No.
Remaining area in
property (square
meters)
1
ABC Industrial
Platform
MO3 no. 4424
305.679
2
Drinking water tank
Mociur
MO3 no. 5336
1.415
3
Land for industrial
water basin Dealu
Mare
MO3 no. 4727
180
4
Reduction Gear Box
Renk Factory
MO3 no. 4431
22.907
5
Industrial bays
Cilnicel
MO3 no. 5507
86.425
6
Warehouses, storage
rooms Cilnicel
MO3 no. 5506
49.452
7
Deep connection
station Cilnicel
MO3 no. 5493
2.903
8
Compressor station
Cilnicel
MO3 no. 7639
4.499
9
House of Culture
CF no. 32854
9.360
10
Nursery
MO3 no. 3907
2.860
11
Hostel no. 1
MO3 no. 3301
623
12
Hostel no. 3
MO3 no. 3302
625
13
Hostel no. 5
MO3 no. 3298
608
14
Hostel no. 2
MO3 no. 3300
621
15
Block of bachelor's
rooms
MO3 no. 3297
441
16
Screw Factory Anina
MO3 no. 4429
10.781
17
Moniom
MO3 no. 4430
24.676
Total
524.055
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
29
dismemberment of some land registers in order to define the perimeter to be transferred to SPEEH
Hidroelectrica SA. Based on the updating operations, the areas entered in the ownership
documents underwent slight changes.
Claims:
On 31.12.2023, UCM Reșita was a party to a revision case related to a piece of land. The details of
this file are presented in the following table:
No.
File No.
In Court
Applicant
Court of
jurisdiction
Hearings
Remarks
1.
3436/290/20
10
Mihăilescu
Gheorghe
Mihăilescu
Carmen-
plaintiff
Courthouse Reșița
-
By the Conclusion of 09.04.2012, it
was ordered the suspension of the
trial of the case under Art. 36 of Law
no. 85/2006
Marketable securities issued by the Company
The shares of the Company are listed on the Bucharest Stock Exchange. The Company's shares are
listed on the Bucharest Stock Exchange. The listing of the company's shares on BVB started on
July 25, 1998, until then the company's shares were traded on the RASDAQ over-the-counter
market.
Once the insolvency was declared, the Company's shares were suspended from trading according
to the provisions of art. 43, paragraph 1 of Law 85/2006.
Starting from 09.02.2022, due to the entry into the reorganization period, the Bucharest Stock
Exchange ordered the reintroduction of UCM Reșița shares to trading.
The Company's shares are registered, being issued in dematerialized form and are administered
through the Bucharest CENTRAL DEPOSITARY, having a nominal value of 0.1 lei/share.
In the Articles of Incorporation of UCM Reșița SA, drawn up in accordance with the provisions of
Law 31/1990, registered at the National Office of the Trade Register, the Company's main
shareholder is INET AG, legal entity of Swiss nationality and at the Central Depository is
registered as main shareholder the Swiss society ICESA SA.
The shareholding structure on 31.12.2023 according to the Consolidated Register of shareholders
holding at least 10% issued by the Central Depository is:
- ICESA SA - 106,403,900 shares, representing 96.7890% of the share capital
- Individuals - 1.968.374 shares, representing 1,7905 % of the share capital
- Legal entities - 1.561.630 shares, representing 1,4205% of the share capital.
The shareholding structure on 31.12.2023 has changed compared to the end of 2022, in terms of
a change in the ratio of shares held by individuals to those held by legal entities.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
30
Thus, the percentage held by individuals increased by 0.975%, through purchases of shares from
legal entities, whose ownership percentage decreased accordingly.
Financial accounting status for the years 2021, 2022, 2023
In the balance sheets for the accounting years 2021, 2022, 2023 the significant balance sheet items
are as follows:
Lei
No.
Balance items
2021
2022
2023
1
Lands and buildings
115.811.886
50.187.586
48.526.986
2
Technical facilities and machinery
1.723.891
997.246
985.243
3
Stocks
22.512.085
14.315.964
6.019.821
4
Fixed assets held for sale
-
69.115.526
75.190.212
5
Claims
19.667.910
14.097.268
17.110.631
6
Cash and bank accounts
268.285
3.083.117
2.734.345
7
Current assets
49.662.214
103.697.168
101.607.516
8
Current liabilities
926.204.790
438.254.167
440.480.352
The current assets existent in the patrimony have evolved from year to year, according to the data
in the table below:
No.
Designation of indicator
2021
2022
2023
1
Stocks, of which:
22.512.085
83.431.490
81.210.033
1.a
- fixed assets held for sale
-
69.115.526
75.190.212
1.b
- raw material and consumables
3.937.490
3.724.905
3.366.375
1.c
-production in progress
13.332.659
6.918.121
2.110.637
1.d
- finished products and goods
5.099.641
3.656.482
542.809
1.e
- down payments
142.295
16.456
-
2
Other current assets of which:
27.109.365
20.250.112
20.390.883
2.a
- receivables
19.667.910
14.097.268
17.110.631
2.b
- short-term financial investment
7.173.170
3.069.727
545.907
2.c
- cash availability
268.285
3.083.117
2.734.345
The Creditors' Committee meeting held on 03.08.2023 approved the operation of concluding a
contract of payment in the total amount of 6,655,755.39 lei for the purpose:
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
31
(i) Settlement of current receivables arising from the performance of the
contract for the supply of electricity to final customers, concluded between
UCM Reșița, as beneficiary and SPEEH Hidroelectrica SA, as supplier
(ii) Signing with SPEEH Hidroelectrica SA of a new electricity supply
contract for a period of 1 (one) year, with the possibility of extension
(iii) Recovery of expenses incurred by UCM Reșița SA, as supplier of
equipment for ROMELECTRO SA, within the HPP Stejaru project, which
had been blocked for over 3 years.
Based on this contract, the Company's debt of 2,781,347 lei was taken over from the supply of
electricity, goods executed by the Company under contract 7253/2016 with Romelectro, which
was terminated, for the HPP Stejaru, in the amount of 6,655,755 lei, were taken over. The amount
in excess of the amount due, 3,874,408.55 lei, will extinguish future debits from the supply of
electricity.
Work in progress and finished goods decreased by 69.49% and 85.15%, largely as a result of the
implementation of the above mentioned contract for payment. At the same time, taking into
account the termination of contract 7253/2016 with Romelectro for the objective of HPP Stejaru,
the fact that not all the products executed by the Company related to this project were subject to
the contract for payment and the lack of a response from S.P.E.E.H. Hidroelectrica regarding the
interest in purchasing the products already executed remaining in stock, the Company proceeded,
at the end of the current year, to adjust their value.
Also this transaction is the main cause of the increase in receivables by 28.32%.
The increase in the value of non-current assets held for sale in 2023 is the result of the
recalculation, on the basis of updated lists, of the value of assets subject to the transfer of business
lines related to the ABC platform and partly to the Câlnicel platform.
With regard to short-term financial investments, the bank term deposit, existing at the beginning of
the year, was no longer extended, as the available funds were used to pay the remaining amounts to
be distributed to budget creditors according to the approved Payment Schedule related to the
Company's Reorganisation Plan. Thus, on 27.06.2023, a payment in the amount of 3,812,858 lei
due to A.A.A.S was made to the consignment account of BEJA Ezer and Crâșmaru. according to
the attachment addresses received.
In the Company's liabilities, the patrimonial changes recorded in the last 3 years are presented in
the following table:
No.
Designation of indicator
2021
2022
2023
1
Owner’s equity
(798.633.416)
(388.542.167)
(398.002.269)
2
Total debts
926.204.790
438.254.167
440.480.352
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
32
3
Income in advance
11.277
26.789.156
30.810.198
4
Provisions for liabilities and charges
43.177.792
82.817.115
82.776.060
The debts outstanding on 31.12.2023 relate only to the remainder to be distributed under the
Payment Programme, plus current debts which are being paid as documented.
The Company has paid all withholding tax debts to the consolidated state budget for 2023.
In November 2022, requests for payment were made by AAAS and ANAF for current debts arising
after the opening date of the insolvency proceedings and prior to the approval of the
Reorganisation Plan, which are under analysis, with no conclusion reached as of the date of this
Report. At the court hearing of 05.03.2024, in case no.35929/3/2023, concerning the appeal filed
by ANAF against the last Report of the Judicial Administrator, clarifications were submitted
concerning the amounts of budgetary claims on the Company's books.
During the year, while, carrying out topographical and cadastral operations, including those of land
registry dismemberment, necessary for delimiting the perimeter of Hidroelectrica's, offer tangible
and intangible assets not registered in the accounting records were identified. Their value was
established on the basis of the Valuation Report drawn up by the Darian DRS appraiser, designated
by the Creditors' Assembly, and their registration was trade of with advance income accounts.
Analysis of the profit and loss account
The revenues include both income from the main activity and gains from any other sources.
The revenues from sale of goods are recognized in the profit and loss account at the date on which
the risks and benefits related to the ownership on goods are transferred to the buyer, which, in most
cases, coincides with the date of billing (delivery) thereof.
The revenues from goods sold (delivered) and services rendered are recognized based on the
accrual principle, respectively at the date of their delivery/service rendering (transfer of ownership)
to the customer.
The revenues from interest are recognized in installments (proportionally) as they are billed, in
accordance with the contracts/agreements under which the loans were granted based on the accrual
principle.
The revenues are recognized when there is no significant uncertainty regarding recovery of the
services due and associated costs, or on possible returns of goods.
According to the profit and loss account for the years 2021, 2022 and 2023, the operating income
is presented as follows:
No.
Indicator name
31.12.2021
31.12.2022
31.12.2023
1
Turnover (2+3-4)
16.219.995
20.741.707
37.981.257
2
The production sold
16.219.995
20.741.707
37.981.257
3
Income from sale of goods
-
-
-
4
Commercial discounts granted
-
-
-
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
33
5
Inventory variation: Credit balance
31.360
-
-
Debit balance
-
1.013.091
3.645.114
6
Income from the production of fixed
assets
-
-
-
7
Exercise production (1+/-5+6)
16.251.355
19.728.616
34.336.143
8
Other operating revenues
1.345.465
527.932.705
1.317.525
9
Operating income, total (7+8)
17.596.820
547.661.321
35.653.668
No.
Income reversal tables
Weight in percentage (%)
2021
2022
2023
1
Turnover
92,18%
3,79%
106,53%
2
Inventory/Stocks variation
0,18%
-0,18%
-10,22%
3
Immobilized production
0,00%
0,00%
0,00%
4
Other operating revenues
7,65%
96,40%
3,70%
Total
100,00%
100,00%
100,00%
The turnover in 2023 was fully accomplished on the domestic market.
-lei-
No.
Explanations
2021
2022
2023
1
Romania
14.611.925
18.337.714
37.981.257
2
European Union
1.608.070
2.403.993
-
7
TOTAL turnover (3=1+2)
16.219.995
20.741.707
37.981.257
The classification of the Company's income according to their nature is presented in the following
table:
Revenues
Lei
2021
2022
2023
Operating revenues
17.596.820
547.661.321
35.653.668
Financial revenues
887.953
1.485.305
1.293.938
Total revenues
18.484.773
549.146.626
36.947.606
The turnover achieved in 2023 is 37,981,257 lei, 83.11% higher than the turnover achieved in
2022.
The expenses include those expenses that arise in the course of the ordinary activities of the
company, also the losses (such as those resulting from disasters). The Company applies the
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
34
principle of separation of accounting years for the recognition of revenues and expenses, which are
classified and recognized on three categories (operational, financial and exceptional).
The expenses are classified and recognized based on the principle of their connection to revenues,
respectively their allocation to products or services in which such revenues are realized.
The production cost of stocks is tracked on projects and, therein on each individual product,
including direct costs related to production (direct materials, direct labor, and other direct costs
attributable to products, including design costs) also the share of indirect costs for production,
allocated rationally as related to their manufacture.
The general expenses for administration and sale, also the share of fixed overhead unallocated to
products (indirect costs for production that are relatively constant, regardless of the volume of
production) are not included in the cost of stocks, but are recognized as expenses made in the
period in which they occurred.
Depending on their nature, the expenses on 31.12.2023 are as follows:
No.
Expenses
Lei
2021
2022
2023
1.
Operating expenses
51.308.718
89.398.344
48.582.818
2.
Financial expenses
7.333.974
(259.173)
572.963
Total expenses
58.642.692
89.139.171
49.155.781
Within the operating expenses we have the following structure:
No.
Expenses
Lei
2021
2022
2023
1
Expenses on goods
3.692.477
2.073.879
4.609.656
2
Other external expenses (energy and water)
5.537.079
4.505.215
4.952.362
3
Trade discounts received
215
-
-
4
Expenses with the personnel
25.326.806
23.579.635
23.954.747
5
Adjustments
(185.403.853)
46.911.577
6.565.479
6
Other operating expenses
202.156.424
12.328.038
8.500.571
Total operating expenses
51.308.718
89.398.344
48.582.818
The weight of the main categories of expenses in the total expenses is shown in the following
table:
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
35
No.
Expenses
Weight in percentage (%)
2021
2022
2023
1
Expenses on goods
7.20%
2,32%
9,49%
2
Other external expenses (energy and water)
10,79%
5,04%
10,19%
3
Expenditure on goods
0,00%
0,00%
0,00%
4
Trade discounts received
0,00%
0,00%
0,00%
5
Expenses with the personnel
49,36%
26,38%
49,31%
6
Adjustments
-361,35%
52,47%
13,51%
7
Other operating expenses
394,00%
13,79%
17,50%
Total
100,00%
100,00%
100,00%
In 2023 the Company recorded a loss of 12,409,732 lei. Although the turnover was considerably
higher than in previous years, it was not sufficient to cover the expenses incurred.
The declarations regarding the taxes, contributions and fees due to the consolidated budget of the
state were drawn up and submitted within the deadlines and in accordance with the requirements
set forth in the legislation in force.
III STATEMENT OF CORPORATE GOVERNANCE 2023
The stage of compliance with the Corporate Governance Code on 31.12.2023 is further on
presented:
Stipulations of the Code
Comply
with
Do not
comply
or
partially
comply
The reason for non-compliance / Other
explanatory notes
A.1. All companies should have an
Internal Regulation of the Board of
Directors which includes the terms of
reference / responsibilities of the
x
By the Court Decision delivered on
06.12.2011 by Bucharest Court of Law,
Section VII, to the File no. 75017/3/2011
was decided to open the general insolvency
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
36
Board and the key management
functions of the company, that applies,
inter alia, the general principles of
Section A.
proceedings against UCM Reșița and, as a
result, the company operates under the
procedures regulated by Law no. 85/2006
on insolvency proceedings.
By Civil Judgment no. 351 of 01.02.2022
the syndic judge confirmed the
Reorganization Plan as approved by the
Creditors' Meeting on 26.10.2021.
The management of the company is
ensured by the Consortium of Judicial
Administrators consisting of EURO
INSOL SPRL and VF INSOLVENCY
SPRL Bucharest, confirmed by the
Creditors Meeting on 11.11.2013.
The mandate of the Board of Directors of
the company has ceased at the appointment
of the Special Trustee.
On 31.12.2021, the Company was
managed by two Special Trustees
appointed by the General Meeting of
Shareholders on 15.12.2021, which
empowered them to perform measures of
U.C.M. Reșița S.A. management under the
supervision of the Consortium of judicial
administrators.
On 31.12.2021 the company is in the stage
of observation, under the supervision of the
Judicial Administrator.
A.2. The provisions for managing the
conflicts of interest should be included
in the Regulation of the Board.
However, the members of the Board
must notify the Board with respect to
any conflicts of interest that have
arisen or may arise and to abstain from
participating in discussions (including
by default, unless where by default
would prevent organization of the
quorum) and from voting on a
decision on the matter which gives rise
to the said conflict of interest.
x
A.3. The Board of Directors or the
Supervisory Board must consist of at
least five members.
x
A.4. Most of Board members must not
have executive position. At least one
member of the Board of Directors or
of the Supervisory Board must be
independent in case of companies in
Standard Category. For companies in
the Premium Category, at least two
non-executive members of the Board
of Directors or of the Supervisory
Board must be independent. Each
independent member of the Board of
Directors or of the Supervisory Board,
as appropriate, shall submit a
x
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
37
statement at the time of his nomination
for election or re-election, and when
there is any change of his status
indicating elements based on which it
is considered that he is independent in
terms of his character and judgment,
as well as the criteria laid down in the
Code at A.4.1 - A.4.9.
Most of the relevant aspects of corporate
governance stipulated by the Code of
Corporate Governance at Sections A, B
and C are not applicable to a company in
insolvency proceedings.
A.5. Other commitments and
professional obligations, relatively
permanent, of a member of the Board,
including executive and non-executive
positions on the Board of some
companies and non-profit institutions,
should be disclosed to shareholders
and possible investors before his
nomination and during his mandate.
x
A.6. Any member of the Board of
Directors must provide information on
any relationship with a shareholder
who directly or indirectly holds shares
representing more than 5% of all
voting rights. This liability also
applies to any relationship that may
affect the position of the member on
matters decided by the Board.
x
A.7. The company must appoint a
Secretary of the Board responsible for
supporting the work of the Board.
x
A.8. The statement of Corporate
Governance will inform if it has
carried out an assessment of the Board
lead by the President or the
x
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
38
Nomination Committee and, if so, will
summarize the key measures and
changes resulting from it. The
company must have a policy / book of
reference on the assessment of the
Committee comprising the purpose,
criteria and frequency of the
assessment process.
A.9. The statement of Corporate
Governance should include
information on the number of
meetings of the Board and
Committees during the last year,
participation of administrators (in
person and in their absence) and a
report of the Board and Committees
on their activities.
x
A.10. The statement of Corporate
Governance should include
information on the exact number of
independent members of the Board of
Directors or of the Supervisory Board.
x
A.11. The Board of companies in the
Premium Category should establish a
Nomination Committee consisting of
people without executive position who
will lead the procedures for the
nomination of new members of the
Board and will make
recommendations to the Board.
Most of the members of the
Nomination Committee should be
independent.
x
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
39
B.1. The Board should establish an
Audit Committee in which at least one
member must be an independent non-
executive director. Most of the
members, including the President,
must be proven to have suitable
qualifications relevant to the positions
and responsibilities of the Committee.
At least one member of the Audit
Committee should have proven and
appropriate accounting or auditing
experience. For companies in the
Premium Category, the Audit
Committee must be composed of at
least three members, and most
members of the Audit Committee
must be independent.
x
B.2. The President of the Audit
Committee should be an independent
non-executive member.
x
B.3. As part of its responsibilities, the
Audit Committee should conduct an
annual assessment of the internal
control system.
x
B.4. The assessment should consider
the effectiveness and comprehension
of the internal audit functions, the
adequacy of the reports on risk
management and internal control
submitted by the Audit Committee of
the Board, readiness and effectiveness
wherewith the executive management
settles the deficiencies or weaknesses
x
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
40
identified during the internal control
and submission of relevant reports to
the Board.
B.5. The Audit Committee must assess
the conflicts of interest in connection
with transactions of the company and
its subsidiaries with related parties.
x
B.6. The Audit Committee must assess
the effectiveness of the internal
control and risk management systems.
x
B.7. The Audit Committee must
monitor the implementation of legal
standards and internal audit standards
generally accepted. The Audit
Committee should receive and assess
the internal audit reports of the team.
x
B.8. Whenever the Code indicates
reports and analyzes initiated by the
Audit Committee, they must be
followed by periodic reports (at least
annually) or ad hoc, which must be
submitted subsequently to the Board.
x
B.9. None of the shareholders can
have preferential treatment over the
other shareholders in connection with
the transactions and agreements
concluded by the company with
shareholders and their affiliates.
x
B.10. The Board should adopt a policy
to ensure that any transaction of the
company with any of the companies
with which it has close relationships
whose value is equal to or greater than
x
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
41
5% of the net assets of the company
(according to the latest financial
report) is approved by the Board
following a mandatory review of the
Audit Committee of the Board, and
disclosed correctly to shareholders and
possible investors, to the extent that
such transactions fall within the
category of events subject to reporting
requirements.
B.11. The internal audits should be
conducted by a separate structural
division (the department of internal
auditing) of the company or by hiring
an independent third party entity.
x
B.12. In order to ensure fulfillment of
the main functions of the internal audit
department, this one must report to the
Board via the Audit Committee.
For administrative purposes and as
part of the management obligations to
monitor and reduce risks, it must
report directly to the CEO.
x
According to the organizational structure,
the internal audit office is working under
the CEO.
C.1. The company must publish on its
website the remuneration policy and to
include in the annual report a
statement on the implementation of
the remuneration policy during the
annual period under consideration.
x
In accordance with the provisions of
the civil sentence 351/01.02.2022
regarding the management of the
activity of the judicial administrator, in
conjunction with the provisions of art.
103, para. (1) from Law 85/2006
according to which, during the
reorganization, the shareholders do not
have the right to intervene in the
management, or in the administration
of the debtor's assets, the AGA has no
powers on the establishment of the
principles and remuneration methods
used by the Company.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
42
D.1. The company should organize an
Investor Relationship Department -
widely publicized by the
person/persons responsible or as
organizational unit. In addition to the
information required by the law, the
company must include on its website a
section dedicated to relationship with
the investors, in Romanian and
English, with all relevant information
of interest to investors, including:
Partial
The relationship with investors is
ensured by the Consortium of Trustees.
On the Company's website there is a
section called "Shareholder
Information" where relevant
information is posted. Given that the
Company's activity is governed by Law
85/2006, there is a section on the
Company's website called "Insolvency"
where all activity reports and relevant
information on the Company's activity
during the reorganisation period are
published.
D.1.1. Main corporate regulations:
memorandum of association,
procedures for the general meetings of
shareholders;
x
D.1.2. Professional CVs of the
members of management bodies of the
company, other professional
commitments of Board members,
including executive and non-executive
positions on the boards of companies
or non-profit institutions;
Partial
D.1.3. Current reports and periodic
reports (quarterly, half-yearly and
yearly) - at least those specified in
paragraph D.8 - including current
reports with detailed information on
non-compliance with this Code;
x
D.1.4. Information about the general
meetings of shareholders: agenda and
informatory literature; procedure for
the selection of Board members;
x
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
43
arguments supporting proposals for
the candidates selected for the Board,
together with their professional CVs;
questions of the shareholders
regarding items on the agenda and
responses from the company,
including decisions adopted;
D.1.5. Information on corporate issues
such as payment of dividends and
other distributions to shareholders, or
other issues that lead to acquisition or
limitation of the rights of a
shareholder, including the deadlines
and principles applied to these
operations. This information will be
published in sufficient time to allow
investors to take investment decisions;
x
There were no corporate events.
D.1.6. Name and contact details of the
person who can provide, upon request,
relevant information;
x
D.1.7. The statements of the company
(e.g. for the investors, the quarterly
results, etc.), financial statements
(quarterly, half-yearly, yearly), audit
reports and yearly reports.
x
They are available on the company
website.
D.2. The company will have a policy
related to yearly distribution of
dividends or other benefits to
shareholders, as proposed by the CEO
or the Executive Board and adopted by
the Board, as a set of guidelines that
the company intends to follow in
connection with the distribution of net
x
This is not the case given the losses from
previous periods to be covered in the
future.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
44
profits.
The principles of yearly policy in
connection with distribution to
shareholders will be published on the
website of the company.
D.3. The company will adopt a policy
regarding forecasts, whether they are
made public or not.
The forecasts refer to the quantified
conclusions of the studies aimed to
establish the overall impact of a
number of factors relating to a future
period (the so-called hypotheses): by
its nature, this project has a high level
of uncertainty; the actual results may
differ significantly from the forecasts
presented initially. The forecasting
policy will establish the frequency, the
period under consideration and the
content of forecasts. If published, the
forecasts can be included only in the
yearly, half-yearly or quarterly reports.
The forecasting policy will be
published on the website of the
company.
x
The company is in the period of
observation and the forecasting policy will
be subject to the Reorganization plan
which was validated on 01.02.2022, and is
available on the Company's website.
D.4. The rules of the general meetings
of shareholders should not restrict
participation of shareholders in
general meetings and the use of their
rights. Changes to the rules will enter
into force, at the earliest, from the next
meeting of shareholders.
x
D.5. The external auditors will be
Partial
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
45
present at the general meeting of
shareholders when their reports are
discussed.
D.6. The Board will present to the
yearly general meeting of shareholders
a brief assessment of the internal
control system and management of
significant risks and opinions on
issues subject to the decision of the
general meeting.
x
Not applicable in insolvency proceedings
D.7. Any specialist, consultant, expert
or financial analyst may attend the
meeting of shareholders, based on a
prior invitation from the Board.
Accredited journalists may also
participate in the general meeting of
shareholders, unless the President of
the Board decides to the contrary.
x
The Company will comply with, when
needed.
D.8. The quarterly and half-yearly
financial reports will include
information, both in Romanian and in
English, on the key factors that
influence changes in the level of sales,
operating profit, net profit and other
relevant financial indicators, both
from one quarter to another and from
year to year.
x
D.9. A company will hold every year
at least two meetings/teleconferences
with analysts and investors.
The information presented on these
occasions will be published in the
section Relationship with the Investors
Partial
It has been deemed that the information
submitted and all current and periodic
reports published on the website allow the
shareholders and investors to make
grounded choices.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
46
of the company’s website at the date
of meetings / teleconferences.
D.10. If a company supports various
forms of artistic and cultural events,
sports, educational or scientific
activities and considers that their
impact on the innovative nature and
competitiveness of the company is
part of its mission and development
strategy, the company will publish the
policy on its activity in this field.
x
During the insolvency period, the company
is considering mainly measures for
financial balancing and cost decrease.
Conclusions
SC UCM Reşiţa SA continued its activity in 2023 according to the status of a company under
reorganization, under the leadership of the Judicial Administrator Consortium EURO INSOL
SPRL and VF Insolvency SPRL.
During 2023, the Company's management, in addition to the actions aimed at securing a
substantial portfolio of contracts and orders, focused on the implementation of the measures
proincluded in the Reorganization Plan.
According to the Auction Minutes, generated by the unpir.ro platform, on 31.03.2023 the sale of
the asset "Thermal Power Plant" consisting of 4 boilers of 10Gcal/h and related installations
located on the ABC platform - dismantled, was awarded, according to the Creditors' Meeting
Abrogation of 04.08.2022.
In accordance with the Sale Regulations approved by the Creditors' Meeting, held on
30.09.2022,the Trustee continued during 2023 the promotion, market exposure and organisation of
auctions for the asset:
" Casa de cultură /House of culture" located in Reşita, Caraş Severin county, composed of
land with an area of 9,360 sqm, the constructions that make up the House of Culture
Building and the related movable assets, real estate registered in Land Registry No. 32854
Reşiţa (old CF 1738), having cadastral no. 656 and topographic no. 22/1, 23/1, 24/1, 25,
26, 27, 28;"
As no one showed up at the auctions held, according to the Sale Regulations, the auction value of
the asset was reduced by 10% , after each set of 5 weekly auctions.
Thus, in September there was a session of 5 weekly auctions at 50% of the market value of the
building of the House of Culture, but this time no bidder came forward.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
47
In this situation, in view of the Sale Regulation approved at the Creditors' Meeting of 30.09.2022,
which provided for a gradual reduction of 10% of the market value up to a maximum of 50%, the
Judicial Administrator will draw up a new Sale Regulation for the "House of Culture" asset and
submit it to the Creditors' Meeting for approval.
The Meeting of Creditors convened for 20.04.2023 approved the sale of the following assets:
Land located in loc. Reșița, jud. Caraș-Severin, with an area of 11.545 sq.m,
registered in the land register no. 34325 (old CF no. 9234), cadastral no. 34325
(topographical no.: 259/a/11/a/1/2/k/2/2/145/5/f/1/2/1/) on which the land register
mentions the construction of annex C1 with the destination of Model Warehouse -
Dealul Mare (ruin), with a built-up area of 269 sq.m.
Land located in loc. Moniom, county. Caraș-Severin, with an area of 24.676 sq.m,
registered in the land register no. 35477 (old CF no. 436-MONIOM), cadastral no.
35477 (topographical no.: 202/a/1/a/1) on which is mentioned in the land register
to be built annex C1 with the destination annexed house (ruin), with a built area of
222 sq.m.
In accordance with the Sale Regulations approved by the Creditors' Meeting, for the two lands, the
judicial administrator/receiver has started the promotion, market exposure and organised the first
session of auctions to be held on 03.05.2023, 10.05.2023, 17.05.2023 and 31.05.2023, starting
from the 100% market value established in the valuation report, for each asset.
According to the Auction Minutes, generated by the unpir.ro platform, on 10.05.2023, the sale of
the asset "Land, registered in the CF no.34325, with an area of 11.545 sq.m." was awarded in
favour of the Municipality of Reșița, according to the approval of the Creditors' Meeting of
20.04.2023.
Given that the asset "Intracrop land, registered in CF 35477, topographical number: 202/a/1/a/1,
with an area of 24,676 sqm" was not awarded at the public auction session established by the
resolution of the Creditors' Meeting held on 20.04.2023, the judicial administrator proposed to
amend the sale regulations for public auctions, convening the Creditors' Meeting for 12.07.2023.
According to the Minutes no. 777/12.07.2023, the Creditors' Meeting, by a vote of the AAAS, did
not approve the new sale regulation for this asset.
Based on the implementation of the Reorganization Plan regarding the valorization of the assets
that are not part of the core-business, on 31.07.2023, the Trustee submitted for approval to the
Creditors' Meeting the valorization of the shares held by UCM Reșița in SC Multi Farm SRL.
According to the Minutes no. 374/31.07.2023, the Creditors' Meeting approved the sale of the
1700 shares, representing 70.8333% of the share capital, held by UCM Reșița SA in Multi Farm
SRL, by public auction with a rising price, based on the market value established by the valuation
report drawn up in the proceedings.
On 06.09.2023, according to the auction Minutes no. 931, S.I.E.P.C.O.F.A.R. SA was declared the
winner of the auction, becoming the majority shareholder in Multi Farm SRL, instead of UCM
Reșița.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
48
The Creditors' Committee meeting held on 03.08.2023 approved the operation of concluding a
contract for payment in the total amount of 6,655,755.39 lei for the purpose:
(i) Settlement of current receivables arising from the performance of the contract for the supply of
electricity to end customers, concluded between UCM Reșița, as beneficiary and SPEEH
Hidroelectrica SA, as supplier
(ii) Signing with SPEEH Hidroelectrica SA of a new electricity supply contract for a period of 1
(one) year, with the possibility of extension
(iii) Recovery of expenses incurred by UCM Reșița SA, as supplier of equipment for
ROMELECTRO SA, in the framework of the HPP Stejaru project, which had been blocked for
over 3 years
The entire year 2023 was marked by the organization and carrying out of the actions necessary for
the transfer of a functional asset to SPEEH Hidroelectrica S.A, in accordance with the offer no.
83376/21.07.2022 transmitted by the latter.
In this regard, between March and October 2023, all topographical and cadastral operations were
carried out, including the dismemberment of the land registers, necessary to delimit the perimeter
to be taken over by Hidroelectrica.
A series of administrative and organisational actions necessary for the transfer of a distinct and
functional perimeter were also carried out and the conditions under which the core-business will be
effectively transferred were negotiated, conditions stipulated in the Framework Contract for the
sale and purchase of the Business, which was signed on 08.12.2023, having been previously
approved by the Meeting of Creditors of UCM Reșița held on 25.10.2023.
According to the provisions of the Framework Agreement, the business is transferred on the date
on which the Seller and the Buyer sign the sale and purchase agreement in authentic form (the
"Transfer Date"), which cannot be later than the deadline set by the Framework Agreement,
29.02.2024. In accordance with the provisions of the Framework Agreement, the Deadline may be
extended twice, with an additional period of 2 (two) months.
Thus, on 28.02.2024, HIDROELECTRICA sent Notification no. 24129 regarding the fact that it
proposes to extend the deadline for the authentication of the Sales Contract until 30.04.2024.
Given that, if this extension had not been agreed, the Master Agreement would have terminated on
29.02.2024, the Trustee signed the Extension Agreement transmitted by Hidroelectrica, and
formulated a response to the notification by address no. 232/29.02.2024.
Subsequently, on 11.03.2024, the sale-purchase agreement of the business was signed between
U.C.M. Reșița S.A., as seller, and Uzina de Construcții Mașini Hidroenergetice S.R.L., as buyer,
authenticated under No. 210 dated 11 March 2024 ("CVC"), pursuant to which the Seller has sold
and transferred and the Buyer has purchased and received the Business relating to the ABC
Industrial Platform and the Câlnicel Industrial Platform, namely the economic activity consisting
of the manufacture and marketing of hydro-aggregates and ancillary equipment, as well as the
provision of rehabilitation and improvement services, specialised engineering and technical
assistance in this field, carried out by the Seller in connection with the Transaction Perimeter,
including the assets included in the Transaction Perimeter.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
49
The total price, exclusive of VAT, paid for the transfer of ownership of the Business and all assets
falling within the Transaction Perimeter is 67,879,000 lei.
Based on the discussions held by the representatives of UCM Reșița with the representatives of
Hidroelectrica and of the newly established company, Uzina de Construcții Mașini Hidroenergetice
SRL, on 22.02.2024, it resulted necessary to convene the Meeting of Creditors of UCM Reșița
with the following agenda "Approval of the operation to waive the right to renew the trademark
"UCM REȘIȚA FONDATĂ 1771 MEMBRĂ A INET GRUP" and/or the right to register a similar
trademark by UCM REȘIȚA S.A."
The Meeting of Creditors, held on 28.02.2024, approved the waiver of the right to renew the
trademark "UCM REȘIȚA FONDATĂ 1771 MEMBRĂ A INET GRUP", as well as the waiver of
the right to register a similar trademark by U.C.M. REȘIȚA S.A.
Based on this decision, UCM Reșița S.A., through its judicial administrator, will sign an agreement
to waive the right to renew the trademark "UCM REȘIȚA FONDATĂ 1771 MEMBRĂ A INET
GRUP", as well as the waiver of the right to register a similar trademark by U.C.M. REȘIȚA S.A.
register a similar trademark by U.C.M. REȘIȚA S.A.
On 26.02.2024, the Company received via e-mail the renunciation of the mandate of special
administrator of UCM Reșița sent by Mr. Băra Aurel.
The judicial administrator will convene an Extraordinary General Meeting of Shareholders to take
note of the resignation and to propose another representative as special administrator of the debtor.
On 27.02.2024, between UCM Reșița and HIDROELECTRICA was signed the Agreement
registered under no. 23250, whereby it was expressly and mutually agreed to waive the fulfilment
of the SFIA Condition (anticipated individual tax solution), so that the sale contract is perfected
without the fulfilment of this Suspensive Condition, given that, as allowed by clause 2. 1.2. of the
Framework Contract, the Buyer of the Business will be an affiliated company, namely UZINA DE
CONSTRUCTII MASINI HIDROENERGETICE S.R.L., a limited liability company having its
registered office in Reșița, Str. GOLULUI, Nr. 1, Caraș-Severin County, Romania, registered at the
Trade Register Office of the Court of Caraș-Severin under No. J11/97/2024, with unique
registration code 49594720, Unique European Identifier (EUID) ROONRC.J11/97/2024, with a
share capital of 119,650,000 RON.
Due to the lack of staff, the production activity, in particular the electric motor repair activity,
which is planned to be carried out after the transfer of the core business in the blue hall and SME
2, is seriously uncertain.
The company is making every effort to continue the activity, based on electric motor repairs, in
SME2.
Therefore, after the transfer, the activity of UCM Reșița SA will mainly focus on the sale of assets,
in accordance with the provisions of the Reorganisation Plan, on the rental of premises, by
continuing existing contracts and concluding new contracts, and on the recovery of debts.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Yearly report of Judicial Administrator
for the accounting year ended on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
50
Judicial Administrator:
The consortium EURO INSOL SPRL and VF Insolvență SPRL
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
STATEMENT OF JUDICIAL ADMINISTRATOR
OF
UCM REȘIȚA SA COMPANY
The Special Trustees of the Company hereby declare that they assume their
responsibility for the Yearly Financial Statements on December 31, 2023.
The Special Trustees of the Company confirm, regarding the Yearly Financial
Statements on December 31, 2023, the followings:
a) The Yearly Financial Statements are prepared in accordance with the International
Financial Reporting Standards, as adopted by the European Union;
b) The accounting policies used in preparing the Yearly Financial Statements are in
accordance with the applicable accounting regulations;
c) The Yearly Financial Statements present a fair image on the financial position, financial
performance and other information related to the activity carried out;
d) The Company carries out its activity under the condition of continuity.
This statement is in accordance with Art. 30 of the Accounting Law No. 82/1991,
republished.
Judicial Administrator:
EURO INSOL SPRL and VF Insolvență SPRL Consortium
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 20223
(all amounts are given in lei (RON) unless otherwise stated)
52
Statement of financial position on 31.12.2023
Lei
Reference
Statement of
financial position
IAS 1.10(a), 113
Note
Balance sheet items
Balance on
01.01.2022
Balance on
31.12.2023
IAS 1.54(a)
3
Tangile fixed assets
51.961.419
50.295.432
IAS 1.54(c)
3
Intangible fixed assets
466.756
444.076
3
Financial assets
3.192.928
3.717.317
Total of fixed asse
55.621.103
54.456.825
IAS 1.54(h)
4
Trade receivables and receivables from
affiliated entities
2.378.982
4.984.273
IAS 1.54(g)
5
Stocks Deferred tax assets
14.299.508
6.019.822
IFRS 5.38
Fixed assets held for sale
69.115.526
75.190.211
IAS 1.54(o), 56
12
Deferred tax assets
10.724.131
11.324.226
IAS 1.54(h)
4
Other receivables
1.010.611
802.132
IAS 1.54(i)
6
Cash and cash equivalents
6.152.844
3.280.252
Prepayments
15.566
6.600
Total of current assets
103.697.168
101.607.516
TOTAL ASSETS
159.318.271
156.064.341
IAS 1.54(k)
7
Supplies and other trade payables
9.739.295
7.739.108
IAS 1.54(k)
7
Taxes and other debts
404.982.636
408.407.356
IAS 1.54(o), 56
12
Deferred tax debts
23.532.236
24.333.888
IAS 1.54(l)
8
Provisions
82.817.115
82.776.060
IAS 1.55, 20.24
Revenues în advance
26.789.156
30.810.198
Total debts
547.860.438
554.066.610
Total acssets minus Total debts
(388.542.167)
(398.002.269)
9
Registered capital
601.685.084
601.685.084
3
Revaluation reserves
99.553.985
99.992.438
9
Legal reserves
1.972.406
1.972.406
Other reserves
16.088.620
16.088.620
9
Carried over result
(1.536.171.699)
(1.105.331.085)
9
Current result
428.329.437
(12.409.732)
9
Profit sharing, establishing of legal
reserves
-
Total equity
(388.542.167)
(398.002.269)
TOTAL LIABILITIES
159.318.271
156.064.341
Judicial Administrator: Economic Director:
EURO INSOL SPRL and VF Insolvență SPRL Nicoleta Liliana IONETE
Consortium
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 20223
(all amounts are given in lei (RON) unless otherwise stated)
53
Statement of comprehensive income on 31.12.2023
- Lei -
Reference
Statement of
overall result IAS
1.10(b), 81(a)
Explanations
31.12.2022
31.12.2023
IAS 1. 82(a) IAS
1.99,103
Operating revenues
20.741.707
37.981.257
IAS 1.99, 103
Cost of sales
29.373.339
33.277.905
Gross operting profit (loss)
(8.631.632)
4.703.352
IAS 1.99, 103
Other operating revenues
527.932.705
1.317.525
IAS 1.99, 103
Distribution costs
647
882
IAS 1.99, 103
Administrative expenses
17.926.923
14.537.083
IAS 1.99, 103
Other operating expenses
43.110.526
4.412.062
IAS 1. 82(a) IAS
1.99,103
Financial revenues
1.485.305
1.293.938
IAS 1.82(b)
Financial expenses
(259.173)
572.963
IAS 1.85
Result before tax
460.007.455
(12.208.175)
IAS 1.82(d), IAS
12.77
Income tax expenses
31.678.018
201.557
Net Profit (loss)
428.329.437
(12.409.732)
Establishing of legal reserves under
Law31/1990
-
-
IFRS 5.33(a),
1.82(e)
Profit attributable to:
-
-
IAS 1.83(b)(ii)
Qwners of the Company
-
-
IAS 1.83(b (i)
Non-controlling interests
-
-
Judicial Administrator: Economic Director:
EURO INSOL SPRL and VF Insolvență SPRL Nicoleta Liliana IONETE
Consortium
s.c. U.C.M. Reșița s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
Statement of changes in equity for the year ended on December 31, 2023
- lei-
Explanation/Desciption
Registered
capital
Revaluation
reserves
Legal reserves
Carried over result
representing surplus
from revaluation
reserves
Other reserves
Carried over
result
Current result
of the
accounting
year
Total
1
2
3
4
5
6
7
8
9
Balance on 01.01.2022
601.685.084
99.553.985
1.972.406
272.569.869
16.088.620
(1.808.741.568)
428.329.437
(388.542.167)
Changes in equity- December 31 2023
Transfer of surplus from revaluation reserves
(2.511.177)
2.511.177
-
Decrease in reserves for reclassification of fixed assets
2.949.630
2.949.630
Transfer of the result of the accounting year 2022 to the
carried over result
428.329.437
(428.329.437)
-
Account closing -profit share
-
Registration of accounting errors from previous years to
the carried over result
Net result of the current accounting year
(12.409.732)
(12.409.732)
Balance on December 31 2023 IFRS
601.685.084
99.992.438
1.972.406
275.081.046
16.088.620
(1.380.412.131)
(12.409.732)
(398.002.269)
The legal reserves of the Company, constituted in accordance with the provisions of the Commercial Companies Act, on 31 December 2023 amount to 1.972.406
lei.
The Company's legal reserve is partially constituted in accordance with the Companies Act, according to which 5% of the annual accounting profit is transferred
within the legal reserves until their balance reaches 20% of the Company's share capital. If this reserve is used wholly or partly to cover losses or to distribute in
any form (such as the issuance of new shares under the Companies Act), it becomes taxable in the calculation of corporation tax.
We mention that on December 31, 2023, the Company has not yet reached the maximum level of legal litigation.
Judicial Administrator: Economic Director:
EURO INSOL SPRL and VF Insolvenţă SPRL Consortium Nicoleta Liliana IONETE
s.c. U.C.M. Reșița s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
Statement of cash flows on 31.12.2023
-Lei-
Name of the element
No.
line
Financial exercise ended on:
31 decembre 2022
31 decembre 2023
OPERATING ACTIVITIES
Net profit+Result carried over from correction of
accounting errors
1
428.974.989
(12.208.175)
Adjustments for:
Adjusting the value of tangible and intangible assets
2
53.945.385
8.850.799
Adjusting the value of financial assets
3
(1.688.771)
(701.990)
Expenses (revenues) with adjustments for depreciation
of current assets
4
2.602.063
4.114.581
Adjustments to the provisions for risks and expenses
5
59.689.876
12.587
Expenses with the donating granted
6
318.801
(182.048)
Revenues from interests and other financial income
7
(66.241)
(86.399)
Expenses with interests and other financial income
8
Cash flow before changes in working capital (row. 1
to 8)
9
543.776.102
(200.645)
Decrease /(Increase) customers and other assimilated
accounts
10
7.250.694
(2.895.893)
Decrease /(Increase) in stocks
11
(67.892.411)
(2.018.097)
Decrease /(Increase)- supplies and other assimilated
accounts
12
(359.415.095)
1.380.039
Cash flow from operating activities (row. 9 to 12)
13
123.719.290
(3.734.596)
Revenue from interests
14
66.242
83.399
(Net increase) / Net decrease in restraint
15
2.646
(1.361)
Cash flow from operating activities (row.13 to 15)
16
123.788.178
(3.652.558)
Investing activities
Cash payment for long-term purchasing of land and
other assets
17
-
(18.560)
Proceeds from sales of real estate
18
1.218.261
219.058
Revenues from dividents
19
-
578.108
Net cash used in investing activities (row. 17 to 18)
20
1.218.261
778.606
Financing activities
Subsidies granted
21
Discounts of borrowed amounts
22
(126.292.405)
-
Net cash used in financing activities (row. 20 to 21)
23
(126.292.405)
-
Net increase/(Decrease) în cash and cash equivalents
(row. 17+20+23)
24
(1.285.966)
(2.873.952)
Cash and cash equivalents at the beginning of the year
25
7.240.752
5.954.786
Cash and cash equivalents at the end of the period
(row. 24+25)
26
5.954.786
3.080.834
Judiciar Administrator: Economic Director:
EURO INSOL SPRL and VF Insolvenţă SPRL Nicoleta Liliana IONETE
Consortium
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
56
Economic - Financial Indicators on 31.12.2023
Indicator
Calculation method
Value
1. current liquidity
1=2/3
0,23
2. Current assets (lei)
2
101.600.916
3. Current liabilities (lei)
3
440.480.352
4. Level of indebtedness
4=5/6
#N/A
5. Borrowed capital (lei)
5
0
6. Capital employed (lei)
6
(398.002.269)
7. Turnover ratio of customer debits (days)
7 =8/9 x 365
19
8. Average balance of trade receivables (lei)
8
1.980.266
9. Turnover (lei)
9
37.981.257
10. Turnover ratio of fixed assets (days)
10 = 11/12 x365
523
11. Fixed assets (lei)
11
54.456.825
12. Turnover (lei)
12
37.981.257
Judiciar Administrator: Economic Director:
EURO INSOL SPRL and VF Insolvenţă SPRL Nicoleta Liliana IONETE
Consortium
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
57
1. Reporting entity
General information
IAS 1.138 (a), (b), UCM REŞIŢA S.A. - (company in insolvency, en procedure collective) is a
joint stock company with the headquarters in Romania.
IAS 1.51(a)-(c) The separate financial statements, in accordance with IFRS, has been prepared
for the accounting year ended on December 31, 2023.
The main activity of the Company is the manufacture of engines and turbines (except aircrafts,
vehicles and motorcycles) CAEN Code: 2811.
The Company was incorporated and registered at ONRC based on the Government Decision
(GD) no. 1296/1990 completed and modified by GD no. 334/1991, operating under the laws of
Romania.
On 31.12.2023, the registered office of UCMR was in Bucharest, Charles de Gaulle Square 15,
Charles de Gaulle Plaza Building, 3
rd
Floor, Peleș Office, Sector 1, as mentioned in Endorsement
no. 592087/15.11.2019, registered at ONRC at no. J40/13628/2011, Fiscal Code RO 1056654,
and the administrative headquarters in Reșița, Golului Street No. 1.
The main activity of the Company consists in manufacturing and marketing of hydro power units
(hydraulic turbines, valves, governors and hydro generators), hydro mechanical equipment, large
hydraulic servomotors, bearings and half-bearing shells, spare parts for Diesel engines and
others.
The Company provides also services for the design of new constructive solutions or for the
rehabilitation and enhancement of the existing ones, as well as specialized engineering services
for technical assistance in areas related to its main field of activity.
The main customers are in the hydro power field: S.S.H HIDROSERV S.A, S.P.E.E.H.
HIDROELECTRICA SA and ALMET INTERNATIONAL LTD SRL.
The individual financial statements have been prepared starting from the assumption that the
Company will continue its activity based on confirmed measurements of the Reorganization Plan
from 01.02.2022.
2. Basis for preparation of separate financial statements
IAS 1.112(a)
2.1 Declaration of conformity
IAS 1.16 The Separate Financial Statements have been prepared in accordance with the
provisions of the Order no. 2844/2016 of the Minister of Public Finance, with respect to the
approval of Accounting Regulations in compliance with the International Financial Reporting
Standards (IFRS) applicable to companies whose marketable securities are admitted to trading
on a regulated market (OMPF 2844/2016)
The Judicial Trustee/Administrator of the Company, undertake the liability for drawing up the
Yearly Separate Financial Statements on 31.12.2023 and confirm that they are in compliance
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
58
with the applicable Accounting Regulations and the Company shall conduct its work under the
condition of continuity.
2.2 Basis of evaluation
The Company drawn up the Yearly Separate Financial Statements for the year ended on
December 31, 2023 in accordance with OMPF 2844/2016, as amended and supplemented.
These provisions meet the requirements of International Financial Reporting Standards (IFRS)
adopted by the European Union (EU), except for IAS 21 The Effects of change in foreign
exchange rates on functional currency.
In order to prepare these Separate Financial Statements in accordance with legislative
requirements in Romania, the functional currency of the Company is considered to be RON
("Romanian leu").
The Separate Financial Statements presented have been prepared on a historical cost basis.
For all periods up to and including the year ended on December 31, 2011, the Company has
prepared the Separate Financial Statements in accordance with the accounting principles
generally accepted in Romania (OMPF 3055/2009, as amended).
The Separate Financial Statements for the year ended on December 31, 2012 were the first of
this kind that the Company has prepared in accordance with IFRS, year when it was applied also
IFRS 1 - "First-time Adoption of IFRS".
These Separate Financial Statements have been audited.
The Company does not apply IFRS issued and not adopted on 31.12.2023, and cannot estimate
the impact of non-application of these provisions on the separate financial statements, and
intends to apply these provisions only at their entry into force.
Consolidated Financial Statements
In accordance with IAS 27 "Consolidated and Separate Financial Statements", the Company
should present consolidated financial statements that strengthen the investments in subsidiaries.
In preparing the consolidated financial statements should be combined the financial statements
of the parent company and those of its subsidiaries, item by item, by adding together all similar
items of assets, liabilities, equity, revenues and expenses.
On 31.12.2023, the Company holds no subsidiary.
2.3 Functional currency used for presentation
The items included in the separate financial statements of the Company are measured using the
currency of the economic environment in which the entity operates ("the functional currency"),
that means Romanian leu.
According to IAS 1.51 (d), (e), these separate financial statements are presented in Lei, and all
financial information is in Lei, rounded to 0 decimal, unless otherwise stated.
2.4 The use of estimates and professional judgments
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
59
Preparation of separate financial statements in conformity with IFRS requires management's use
of professional judgments, estimates and assumptions that affect application of accounting
policies and the reported amounts of assets, liabilities, revenues and expenses. The actual results
may differ from these estimates.
The estimates and assumptions are reviewed regularly. These revisions of the accounting
estimates are recognized in the period in which the estimate was reviewed and in future affected
periods.
2.5 New International Standards that are not applied by the Company
The Company does not apply certain IFRSs/ IASs or new provisions/modifications/additions/
interpretations of them issued by the IASB (International Accounting Standards Board) and not
adopted at the date of drawing up the financial statements, namely:
Amendments to IAS 1 “Presentation of Financial Statements
Classification of Debts into Short-Term Debts and Long-Term Debts. Amendments to
accounting disclosures (applicable for annual periods beginning on or after 1 January
2024);
IFRS 16 "Leases" - Amendments to clarify how a seller-lessee subsequently measures sale
and leaseback transactions, (applicable for annual periods beginning on or after January 1, 2024);
IFRS S1 "General requirements for disclosure of sustainability-related financial
information" - General requirements for disclosure of published sustainability-related
financial information, (applies to annual reporting periods beginning on or after 1 January
2024);
IFRS S1 "General requirements for disclosure of sustainability-related financial
information"- Amendments to SASB standards issued to enhance their international
applicability; SASB standards facilitate the implementation and application of IFRS S1,
(amendments effective for annual reporting periods beginning on or after 1 January
2025);
IFRS S2 "Climate Disclosures" - Effective for annual reporting periods beginning on or
after 1 January 2024;
The Company cannot estimate the impact of non-application of these provisions on the financial
statements and intends to apply these provisions with the date of their entry into force.
Presentation of separate financial statements
The Company applies IAS 1 Presentation of Financial Statements (2007) revised, which entered
into force on January 1, 2009.
As a result, the Company presents to shareholders all amendments thereto in the Statement of
Changes in Shareholders' Equity.
The comparative information has been reconciled so that they conform to the revised standard.
As the impact of change in accounting policy is reflected only on presentation aspects, there is
no impact on earnings per share.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
60
IAS 1 "Presentation of Financial Statements" is governing the basis for presentation of financial
statements for general purpose, in order to ensure comparability both with financial statements of
the entity for previous periods and with the financial statements of other entities.
a) Basis of accounting and reporting in hyperinflationary economies
The currency used by the Company for evaluation and reporting is the “Romanian Leu
("RON").
IAS 29 - "Financial Reporting in Hyperinflationary Economies", requires that the statements of
companies that are reporting in the currency of a hyperinflationary economy should be made in
terms of the current monetary unit at the date of the balance sheet and all amounts must be
restated in the same conditions. IAS 29 states that reporting of operating results and financial
position in local currency without restatement related to inflation is useless, since the money lose
their purchasing power so quickly that a comparison between the value of transactions or of
other events that occur at different moments, even within the same reporting period, is wrong.
IAS 29 suggests that an economy should be considered hyperinflationary if certain conditions are
met; one of them being that the cumulative rate of inflation over a period of three years exceeds
100%.
By December 31, 2003 adjustments were made to reflect the application of IAS 29 "Financial
reporting in hyperinflationary economies".
Implementation of IAS 29 to specific categories of transactions and balances in the financial
statements is presented below:
Monetary assets and liabilities
Monetary assets and liabilities have not been reassessed for the implementation IAS 29 since
they are already expressed in terms of the current monetary unit at the date of the balance sheet.
Non-monetary assets and liabilities and equity
Equity components have been restated by applying the inflation index for the month in which the
assets, liabilities and equity components were initially recorded in the financial statements (the
date of purchase or contribution) until December 31, 2003. The remaining non-monetary assets
and liabilities are not restated using the inflation index, considering that their value is updated as
a result of the application of alternative accounting treatments of evaluation during the previous
periods.
b) Estimates and assumptions
Preparation of individual financial statements in conformity with IFRS requires the management
to make estimates and assumptions that affect the reported amounts of assets and liabilities, of
contingent assets and liabilities at the date of the financial statements and of the reported
amounts of revenues and expenses registered during the reporting period. The actual results may
be different from these estimates. The estimates are periodically reviewed and, if adjustments are
required these are reported in the profit and loss account for the period in which they become
known.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
61
The uncertainties related to these estimates and assumptions may cause, in the future, significant
adjustments of the values presented in the financial statements, as a result of insolvency
proceedings which the Company is involved.
These adjustments are likely to significantly affect the Company's assets that can no longer be
achieved under normal operating conditions, in this case being required a massive depreciation
in value (possibly more than 50%) due to the very probable recovery by enforcement and / or by
the procedure of insolvency, a situation that causes a corresponding damage to the profit and loss
account.
In the process of applying the Company's accounting policies, the management has made
estimates for provisions, impairment of receivables and stocks, which have significant effect on
the values stated in the individual financial statements.
c) Registered capital
The shares held by the Company are classified (shown) at nominal values and, in accordance
with the Law of Trading Companies (L 31/1990) and the articles of incorporation their total
value is to be found in the registered capital.
The dividends on holdings of shares (capital), established under Decision of AGA, are
recognized as a liability in the period in which their distribution is approved.
d) Equity papers in affiliated entities
The investments held in affiliated entities are presented in the separate financial statements of the
Company at cost less any impairment.
The dividends receivable from affiliated entities are recognized when the Company established
the right to receive payment.
e) Tangible fixed assets
Recognition and measurement of fixed assets
The fixed assets, except lands and buildings, are recognized according to the requirements of
OMFP 2844/2016 and are shown in the accounts at cost, less the accumulated depreciation and
the impairment losses.
The buildings are stated at fair value based on periodic assessments, at least every three years,
carried out by independent external evaluators. Any accumulated depreciation at the date of
revaluation is eliminated from the gross carrying amount of the asset and the net amount is
recorded as revalued amount of the asset.
The buildings are stated at revalued amounts on 31.12.2014 and the lands at revalued amount on
31.12.2011.
If a fixed asset includes significant components that have different useful lives, they are
accounted (depreciated) individually.
Subsequent expenses on maintenance and repairs
The expenses with repairs or maintenance of fixed assets are made to restore or maintain the
value of these assets and are recognized in the comprehensive income on the date they are made,
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
62
while the expenses made in order to improve the technical performance are capitalized and
depreciated over the remaining period of depreciation for that fixed asset.
Depreciation
The fixed assets are depreciated from the month following the date of purchase or the date of
commissioning, as appropriate, using their lifetime periods.
Depreciation is calculated using the straight-line method over the lifetime of the fixed assets
and/or their components, which is accounted separately.
The terms of depreciation used are as follows:
Constructions 6 50 years
Equipment and machinery 2 28 years
Other installations, tools and furniture 2 15 years
The land and fixed assets in progress are not depreciated and the ongoing investments are
depreciated from the date of commissioning.
The estimated useful lives and the depreciation method are reviewed periodically to ensure they
are consistent with the projected evolution of economic benefits generated by the tangible assets.
Tangible assets are derecognized from the balance sheet when the asset exits the equity or when
no benefits are expected from the use of the asset. Losses or gains on disposal/sale of fixed assets
are recognized in the statement of the comprehensive income.
f) Intangible assets
Recognition and evaluation
The intangible assets acquired by the Company are recognized and presented at cost, less
accumulated depreciation and impairment losses.
Depreciation
Depreciation is recognized in the comprehensive income, on a straight line basis, over the
estimated lifetime (service life) of the intangible asset.
Most of the intangible assets recorded by the Company are represented by the software programs,
which are depreciated linearly over a period of 3 years.
g) Depreciation of the value for non-financial assets
According to IAS 36 Depreciation of Assets, the value of tangible and intangible assets is
reviewed annually to identify circumstances that indicate their depreciation.
Whenever the net value of the asset exceeds its recoverable amount, depreciation of its value is
recognized in the statement of the comprehensive income for tangible and intangible assets.
The recoverable amount represents the highest value between the net selling price of an asset and
its value in use. The net selling price represents the amount obtainable from the sale of the asset
in a normal transaction, and the value in use represents the present value of future cash flows
estimated if continuing to use the asset and from its sale at the end of its service lifetime. The
recoverable amounts are estimated for individual assets or, if this is not possible, for the cash-
generating units. Reversal of impairment losses recognized in previous years may occur when
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
63
there is an indication that the impairment losses recognized for that asset no longer exist or has
decreased; the cancellation shall be recorded as revenue.
h) Financial assets
In accordance with IAS 39 "Financial Instruments: Acknowledgment and assessment", the
Company's financial assets are classified into the following categories: held-to-maturity and
loans and receivables originated by the Company.
The investments with fixed or determinable payments and fixed maturity, other than loans and
receivables originated by the Company, are classified as held-to-maturity.
These financial assets are recognized in the historical cost or at the value determined by their
acquisition contract, the cost of acquisition including also the transaction costs, the gains and
losses being recognized in the statement of the comprehensive income when the financial assets
are derecognized or impaired, as well as through the depreciation process.
Derecognizing of financial assets occurs when the rights to receive cash flows from the asset
have expired, or the Company has transferred its rights to receive cash flows from the asset
(directly or through a "pass-through" commitment). All normal purchases and sales of financial
assets are recognized at the transaction date, i.e. the date when the Company commits to
purchase an asset.
Regular purchases and sales are those that require delivery of assets within the period generally
accepted by the regulations or conventions valid on that market.
The Company has no financial assets at fair value registered in the profit and loss account or
financial assets available for sale.
i) Financial debts
In accordance with IAS 39 "Financial Instruments: Recognition and Measurement", the
Company's financial debts are classified into the following categories: loans, trade debts and
other debts.
The trade debts are stated at nominal amounts payable for goods or services received. Short and
long term loans are initially recognized at the nominal value, representing the amount received
under this head, not including the specific costs (fees, interest).
The gains and losses are recognized in the statement of the comprehensive income on
derecognizing of debts, as well as through the depreciation process. Derecognizing of financial
debts occurs if an obligation is fulfilled, canceled or expires. The financial assets and debts are
compensated only if the Company has a legally enforceable right to make compensations and
intends either to settle on a net basis or to realize the asset and settle the liability simultaneously.
j) Debts related to leasing contracts
Financial leasing contracts
The leasing contracts in which the Company takes substantially the risks and benefits of
ownership are classified as financial leasing. The amounts due are included in the short or long
term debts, the elements of interest and other costs of financing being recorded in the profit and
loss account during the contract period. Assets held under the financial leasing contracts are
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
64
reflected in the accounting system using the accounts of tangible and intangible assets and are
depreciated over their useful lifetime.
The rates paid to the lessor plus the interest is highlighted as a debt in the account 406 "Debts
from operations of financial leasing".
Operating leasing contracts
The leasing contracts in which a significant portion of the risks and benefits of ownership are
assumed by the lessor are classified as operating leasing contracts, the payments (expenses)
made under such contracts being recognized in the comprehensive income on a straight-line
basis during the contract period, the leased assets are recorded in the accounting system of the
lessee, in the off-balance sheet accounts.
k) Transactions in foreign currency
Functional currency and presentation currency: the financial statements of the Company are
prepared using the currency of the economic environment in which operates.
The functional currency and the currency used for presentation of financial statements is the
Romanian leu ("RON").
Transactions in foreign currency are translated into RON applying the exchange rate at the
transaction date. The monetary assets and liabilities denominated in foreign currencies are
revalued in RON at the exchange rate at the balance sheet date.
The gains and losses resulting from differences in foreign exchange rate, realized or unrealized,
are recorded in the statement of the comprehensive income.
The exchange rates on December 31, 2022 and 2023 are as follows:
Currency December 31, 2022 December 31, 2023
RON/EUR 4, 8694 4,9481
RON/USD 3, 9660 4,3707
RON/GBP 5,4201 5,8994
RON/CHF 4,4997 4,7884
l) Stocks
The stocks are recorded in the accounting system at the minimum value between the cost and the
net realizable value.
The net realizable value represents the estimated selling price to be received under ordinary
course of activity, less the costs related to sell.
The value of stocks is based on the weighted average cost, including expenses incurred in
acquiring them and bringing to the current location, and in the case of stocks produced by the
Company (semi-finished and finished goods, work in progress); the cost includes an appropriate
percentage from the indirect costs, depending on the organization of production and the current
activity. The inventory method used is that of "perpetual inventory".
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
65
At the annual inventory of stocks, the Company identifies the stocks that are not intended for
sale contracts in progress or have not been identified as useful in current manufacturing costs or
future projects.
The Company’s management analyzes and proposes/decides the adjustments (depreciation) of
stocks according to the accounting policy approved in this respect and the results of the
inventory.
The inventory of stocks shall be made according to the internal procedure and the inventory
manual, related both to the needs of the Company and the law in force.
m) Receivables
Trade receivables are stated at their nominal value less the adjustments for their depreciation, the
adjustments that are carried out where there is objective data and information about the fact that
the Company will not be able to collect all amounts in due time.
The Company records depreciations of 100% for trade receivables older than 360 days and for
those in dispute.
n) Cash and cash equivalents
The cash includes the cash in hand and in bank accounts. Cash equivalents are short-term
investments, highly liquid, which can be quickly converted into a sum of money, with the
original maturity of maximum three months and have an insignificant risk of change in value.
Records of them are kept on banks, currencies, respectively on pay desks and cash advances
holders being evaluated, in case of foreign currency by using their exchange rate (reference rate)
with the national currency (RON) released by the National Bank of Romania (BNR).
o) Debts
The debts are initially recognized at the fair value of the consideration to be paid and include the
payable amounts, invoiced or not, for goods, works and services.
q) Loans
The costs related to loans are recorded as an expense in the period in which they occur, except
the case when the loans are for the construction of assets that are qualified for capitalization. The
Company classifies its loans on short-term and long-term, depending on the maturity specified in
the credit agreement.
The loans are initially recognized at the net value of withdrawals. They are subsequently carried
at the depreciated cost, using the method of effective interest rate, the difference between the
value of withdrawals and the redemption value being recognized in the net profit of the period,
during the entire loan period.
p) Government grants
Government grants are recognized when there is reasonable assurance that the grant will be
received and all conditions attached will be satisfied. When the grant relates to an expense item,
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
66
it is recognized as income over the period necessary to correlate, on a systematic basis, the grant
with the costs to be offset. When the grant relates to an asset, it is recognized as deferred income
and taken to income in equal amounts over the expected life of the related asset.
When the Company receives non-monetary grants, the asset and the grant are recorded at gross
and nominal values and they are reflected in the overall result over the expected life and the
consumption rate of the benefit afferent to the support asset, in equal annual installments. When
loans or similar forms of assistance are provided by the government or similar institutions at an
interest rate below the rate applicable on the market, the effect of this favorable interest is
regarded as additional government grant.
r) Benefits of employees
Short-term benefits:
The Company contributes for its employees by paying contributions to Social Security
(retirement, health) giving them some benefits upon retirement, according to the period of work
in the company (a reward up to 4 gross salaries per company for a seniority over 25 years in
UCM Reșița, respectively up to 2 average gross salaries per company for a seniority between 10-
25 years in UCM Reșița, respectively 1 average gross salaries per company for a seniority
between 5-10 years in UCM Reșița). These contributions are recognized as an expense when the
services are rendered.
In addition to the grants and allowances provided expressly by law, the Company grants to its
employees the following benefits:
granting of bereavement benefits representing four average gross wages per company
upon the death of an employee of the Company and one average gross salary per
company in case of death of the husband (wife) or of a first degree relative (parents,
children);
granting of two average gross wages per Company for the birth of each child;
granting of one average gross salary per to the dismissal of an employee for whom it was
issued a decision by the relevant medical expertise finding physical and/or mental
inability thereof, which does not allow him to fulfill his duties appropriate to the
position held.
Post employment benefits plan for retired pay:
The Company does not contribute to any other plan for retired pay or retirement benefits and has
no other future obligations such as those mentioned, for its employees.
s) Profit tax
The tax on profit or losses of the year comprises current tax and deferred tax. The assets and
liabilities for current profit tax, for current and prior periods, are recognized at the value
expected to be reimbursed by or paid to the taxation authorities.
The current profit tax is calculated in accordance with tax legislation in force in Romania and is
based on the results reported in the statement of the comprehensive income of the Company,
prepared in accordance with local accounting standards, after adjustments performed for tax
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
67
purposes. The current profit tax is applied to the accounting profit, as adjusted in accordance
with tax legislation at a rate of 16%.
The tax losses may be carried forward for a period of seven years.
The deferred profit tax reflects the tax effect of temporary differences between the carrying
amount of assets and liabilities used for financial reporting purposes and the tax values used in
order to calculate current profit tax. The deferred profit tax, recoverable or payable, is
determined using tax rates that are expected to be applicable in the year in which the temporary
differences will be recovered or settled. Assessment of the deferred profit tax, payable or
recoverable, reflects the tax consequences that would follow from the manner in which the
Company expects to realize or settle the carrying amount of its assets and liabilities at the date of
the balance sheet.
The assets and liabilities from the deferred tax are recognized regardless of when the temporary
differences are likely to be realized.
The assets and liabilities from the deferred tax are not updated. The assets from the deferred tax
are recognized when it is probable that there will be sufficient future taxable profits against
which the deferred tax can be used. The liabilities from the deferred tax are recognized for all
taxable temporary differences.
ş) Recognition of revenues and expenses
The revenues from sale of goods are recognized in the comprehensive income at the date when
the risks and benefits of ownership on the goods are transferred to the buyer which, in most
cases, coincides with the date of invoice (delivery) thereof.
The revenues from the goods sold (delivered) and services rendered are recognized on an accrual
basis, respectively at the date of delivery/provision (transfer of ownership) to the customer.
The revenues from interest are recognized in installments (proportionally) as they are invoiced/
are generated according to contracts/agreements under which the loans were granted on an
accrual basis.
The revenues are recognized when there is no significant uncertainty regarding recovery of the
counter benefits due and associated costs or possible returns on the assets.
The expenses are classified and recognized based on the principle of their connection to
revenues, respectively their allocation on products, services which make these revenues.
The production cost of stocks is followed on projects and, within these projects, on each
individual product and includes direct costs related to production (direct materials, direct labor,
and other direct costs attributable to products, including design costs) and the share of indirect
costs of production allocated rationally as related to their manufacture.
The general administrative expenses, selling expenses and unallocated share of fixed overhead
products (indirect production costs that are relatively constant, regardless of the volume of
production) are not included in the cost of stocks but are recognized as expenses in the period in
which they occurred.
The Company applies the principle of separation of accounting years for the recognition of
revenues and expenses that are classified in three categories (operational, financial and
exceptional).
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
68
t) Fair value of financial instruments
The management believes that the fair values of the Company's financial instruments are not
significantly different from their carrying values, due to the short terms of settlement, reduced
transaction costs and/or the variable interest rate that reflects current market conditions.
ţ) Provisions
A provision is recognized when, and only when the Company has a current obligation (legal or
constructive) as a result of a past event and if it is probable (more likely to succeed than not be
realized) as an output of resources embodying economic benefits, will be required to settle the
obligation, and it can make a reasonable estimate of the amount of the obligation.
The provisions are reviewed at the end of each accounting year and are adjusted to reflect the
current best estimate.
When the effect of money value in time value is significant, the value of the provision is the
present value of the expenses required to settle the obligation.
u) Contingent debts or assets
The contingent debts are not recognized in the financial statements. They are disclosed in notes,
unless the case when the possibility of an outflow of resources embodying economic benefits is
very small.
A contingent asset is not recognized in the financial statements but is disclosed in notes when an
inflow of economic benefits is probable.
v) Subsequent events
The events subsequent to the date of the balance sheet are those events, favorable and
unfavorable, that occur between the date of the balance sheet and the date when the financial
statements are authorized for issue.
The events subsequent to the date of the balance sheet that provide additional information about
the Company's position at the date of the balance sheet are subsequent events that led to
adjustment of the financial statements.
The events subsequent to the date of the balance sheet that provide information about the
conditions that arose after the balance sheet date don’t require adjustment of the financial
statements and are disclosed in the notes, if they are significant.
w) Affiliated parties
A party is considered to be affiliated if by ownership, contractual rights, and family relationship,
or otherwise, has the power to control directly or indirectly or to influence significantly the other
party.
Affiliated parties include also individuals such as main owners, management and members of the
Board of Directors and their families.
According to the International Financial Reporting Standards, an entity is affiliated to a
reporting entity if it meets any of the following conditions:
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
69
The entity and the reporting entity are members of the same group;
An entity is an associate or joint venture of the other entity;
Both entities are joint ventures of the same third party;
An entity is a joint venture of a third entity and the other is an associate of the third
entity;
The entity is a post-employment benefit plan for the benefit of the reporting entity’s
employees or an entity affiliated to the reporting unit. If the reporting entity itself
represents such a plan, the sponsoring employers are also affiliated with the reporting
entity;
A person who has control or joint control over the reporting entity, has significant
influence over the entity or is a member of the key personnel of the entity’s
management;
The entity is controlled or jointly controlled by a person or an affiliate member of its
family, if that person:
Has control or joint control over the reporting unit;
Has significant influence over the reporting entity, or
Is a member of the key management personnel of the reporting unit or
of a parent company of the reporting entity.
x) Correction of accounting errors
Accounting errors found in the financial statements at the date of their drawing up may refer
either to the current accounting year or in previous accounting years, correction will be
performed at the date when becoming aware of them.
When recording the operations required to correct the accounting errors, are applied the
provisions of IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors",
stating that the entity must correct retrospectively significant errors of the period in the first set
of financial statements which publication was approved after their discovery, by means of:
restating the comparative amounts for the prior period presented in which the error occurred or if
the error occurred before the first prior period.
According to OMFP 2844/2016, correction of errors related to previous accounting years does
not require publication of the revised yearly financial statements for that accounting year, and
their correction is performed based on the retained earnings account, without affecting the result
of the current accounting year.
The correction of the errors related to the current financial year, is carried out, before the
approval of the annual financial statements, by reversing (the registration in red/with the minus
sign or by the method of the reverse registration) of the incorrectly recorded operation and, at the
same time, the corresponding recording of the operation in question.
y) Reserves
The Company creates legal reserves according to Art. 183 of Law 31/1990.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
70
Given the provisions of OMFP 2844/2016, the Company creates legal reserves from the profit of
the entity, within the quotas and limits set by the law, but also from other sources provided by
the law.
The Company considered necessary a change in the accounting policy for recognizing the surplus
from revaluation of tangible fixed assets in order to incorporate it into a separate reserve account,
as the assets are used by the Company (in proportion as they are depreciated), respectively when
the assets are out of the accounting records.
Thus, starting with 2010, it was decided to recognize as realized the differences from revaluation
of fixed assets in proportion as they are depreciated.
3. Fixed assets
The amounts (gross, net), depreciation, composition and other relevant issues relating to the
movement of fixed assets during the financial year ended 31.12.2023 are presented below.
3.1 Intangible fixed assets
The statements of movement and depreciation of intangible fixed assets in the accounting year
2023 are presented in Tables 1, 2 and 3 below.
Table no. 1 Inputs and outputs of intangible fixed assets (gross values)
- lei -
Explanations
31.12.2022
Inputs
Transfers
Outputs
31.12.2023
0
1
2
3
4
5=1+2-3-4
Other intangible fixed
assets
1.656.367
3.024.986
-
3.013.270
1.668.083
During 2023, a licence was acquired for 11,716 lei.
The recalculation at the end of 2023 of the value of fixed assets held for sale, based on the
updated lists of assets subject to the transfer of the lines of business related to the ABC platform
and partially to the Câlnicel platform, resulted in a change in the impairment of intangible assets
and affected the value of the inflows and outflows by an amount of 3,013,270 lei.
Table no. 2 Cumulative depreciation of intangible assets
- lei -
Explanations
31.12.2022
Costs with
depreciation
Cumulative
depreciation of
outputs
31.12.2023
0
1
2
3
4=1+2-3
Other intangible fixed assets
(1.189.612)
(34.395)
-
(1.224.007)
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
71
Table No. 3 Net accounting values of intangible assets
- lei -
Explanations
31.12.2022
31.12.2023
0
1
2
Other intangible fixed assets
466.756
444.076
The lifetimes used to calculate the amortization of intangible assets are 50 years for the drawings
and technical projects for hydro aggregates, 15 years for the drawings and technical projects for
electric motors, and 3 years for the rest of the intangible assets.
The depreciation method used is the linear one.
3.2 Tangible fixed assets
The statements of movement and depreciation of tangible fixed assets in the accounting year
2023 are presented in Tables 4, 5 and 6 below.
Table no. 4 Inputs and outputs of tangible fixed assets (gross values)
lei -
No.
Explanations
31.12.2022
Inputs
Outputs
Revaluation
on
31.12.2023
31.12.2023
0
1
2
3
4
5
6=2+3-4+5
1.
Lands and land
improvements
25.496.694
2.132.
135
2.269.00
0
-
25.359.829
2.
Buildings
50.296.659
2.779.
087
1.874.77
4
-
51.200.972
3.
Equipment
28.560.721
34.919
76.163
-
28.519.477
4.
Furniture and others
568.421
6.844
-
-
575.265
5.
Fixed assets under
construction
914.941
-
-
-
914.941
TOTAL
(1+2+3+4+5)
105.837.436
4.952.
985
4.219.93
7
-
106.570.484
During the period March-October 2023, all topographical and cadastral operations were carried
out, including those of land registry dismemberment, necessary to delimit the perimeter to be
taken over by Hidroelectrica.On this occasion, buildings not registered in the Company's records
were identified. These were recorded in the accounts at the value of 1,070,300 lei, based on the
valuation report DRS 459/31.05. carried out by DARIAN DRS SA.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
72
Also, in the chapter on entries, we mention the purchase of a fire alarm control unit for 6,844 lei.
The outflows during 2023 of tangible fixed assets are due to the sale by public auction, in
accordance with the regulations approved by the Creditors' Meeting, of the land located in the
locality of Reșița - Dealul Mare in the area of 11,545 sqm, with a book value of 199,480 lei; sale
price 219,058.09 lei (excluding VAT) .
At the end of 2023, the Company reclassified a plot of land located in Moniom following the
publication of its offer for sale, with an area of 24,676 sqm and a book value of 639,570 lei.
The update of the lists of assets subject to the transfer of business lines related to the ABC
platform and partly to the Câlnicel platform required the reclassification of some assets to fixed
assets accounts and the reclassification of others to fixed assets held for sale.
Table no. 5 Change in fixed assets in the update of the lists relating to the transfer of the
ABC/Câlnicel business lines
No.
Explanations
Gross value
Accumulated
depreciation
Remaining
value
Revaluation
reserve
A
Assets reclassified to fixed
assets
810.493
34.919
775.574
165.019
1
Land
775.574
-
775.574
165.019
2
Equipment
34.919
34.919
-
-
B
Fixed assets reclassified as held
for sale
324.054
96.167
227.887
8.914
4
Land
73.389
-
73.389
8.914
5
Buildings
174.503
20.005
154.498
-
6
Equipments
76.162
76.162
-
-
TOTAL (A-B)
486.439
(61.248)
547.687
156.105
Table no. 6 Cumulative depreciation of tangible fixed assets
-lei -
No.
Explanations
31.12.2022
Costs with
depreciation
Cumulative
depreciation
of outputs
Revaluation
on
31.12.2023
31.12.2023
0.
1
2
3
4
5
6=2+3-4-5
1.
Land improvement
-
-
-
-
-
2.
Buildings
25.605.767
2.445.327
17.279
-
28.033.815
3.
Equipment
27.563.475
46.922
76.162
-
27.534.235
4.
Furniture and others
33.299
228
-
-
335.527
TOTAL
(1+2+3+4)
53.504.541
2.492.477
93.441
-
55.903.577
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
73
Table no. 7 Net accounting values of tangible fixed assets
- lei -
No.
Explanations
01.01.2022
31.12.2023
0.
1
2
3
1.
Land and land improvement
25.496.694
25.359.829
2.
Buildings
24.690.892
23.167.158
3.
Equipment
997.246
985.243
4.
Furniture and others
233.122
239.738
5.
Fixed assets under construction
914.941
914.941
6.
Adjustments for depreciation of fixed assets under
construction
(371.476)
(371.476)
TOTAL
(1+2+3+4+5+6)
51.961.419
50.295.433
The situation of immovable assets proposed for sale, before reclassification, is further on
presented.
Table no. 8 Values of fixed assets at the date of reclassification.
No.
Explanations
Val brută la
31.12.2023
Amortizare
cumulată
31.12.2023
Valoare
ramasă la
31.12.2023
Rezerva din
reeval
ramasă la
31.12.2023
A
Moniom
349.714
-
349.714
325.038
1
Land
349.714
-
349.714
325.038
B
Casa de cultură (Culture
House)
28.695.279
3.788.648
24.906.631
14.182.562
3
Land
3.719.780
-
3.719.780
2.089.951
4
Buildings
24.975.499
3.788.648
21.186.851
12.092.611
C
Bussiness linesABC/Câlnicel
123.817.684
54.810.588
69.007.096
27.588.163
5
Buildings
14.931.921
-
14.931.921
12.418.342
6
Equipment
33.654.889
13.071.902
20.582.987
15.169.821
7
Furniture and others
949.205
946.008
3.197
-
8
Intangible assets
41.107.465
8.099.225
33.008.240
-
TOTAL (A+B+C)
152.862.677
58.599.236
94.263.441
42.095.763
On 31.12.2023 the Company owns, mainly:
Land, total area of 524.055 square meters;
Buildings, with a developed area of 271.555 square meters, and built from the
ground surface of 192.400 square meters;
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
74
Technological equipment specific for machine building industry, numbering over
1.400 pieces.
The lifetimes used to calculate the depreciation of tangible assets are established according to
Government Decision no. 2139/30.11.2004 (GD 2139/2004), for buildings being between 850
years, and for equipment between 824 years, the depreciation method used being the linear one.
Revaluation of fixed assets
The tangible fixed assets, such as buildings and special constructions, were reassessed on
31.12.2014 by s.c. Darian DRS S.A., an ANEVAR member company.
The Company chose as method to reflect the results of revaluation in the accounting system,
canceling of cumulative depreciation up to the date of revaluation and presentation of tangible
fixed assets, such as buildings and special constructions, at fair values.
The tangible fixed assets, such as lands, were revalued on 31.12.2011 by s.c. FD Capital
Management, a company member of ANEVAR.
The changes of the revaluation reserves during the financial year are presented below in Table
no. 9.
Table no. 9 - Statement of changes in revaluation reserves
-lei -
No.
Explanations
31.12.2022
31.12.2023
0
1
2.
3.
1.
Revaluation reserves at the beginning of the
accounting year
121.902.571
99.553.785
2.
Differences in revaluation reserves transferred into
reserves as the assets are depreciated during the
year and at deregistration of assets
(4.199.805)
(2.511.177)
3.
Revaluation differences recorded during the
accounting year as a result of revaluation
(18.148.781)
2.949.630
4.
Revaluation reserves at the end of the
accounting year (4=1+2+3)
99.553.985
99.992.438
Impairment of fixed assets reclassified as held for sale was treated as a revaluation decrease.
Thus, the remaining revaluation reserve was reduced first, and the difference was recognized in
expense accounts.
The reserves relating to the land "Moniom" were reduced by 289,856 lei.
The modification of the list of assets within the lines of business related to the ABC platform and
partially to the Câlnicel platform resulted in the reinstatement of some assets in the category of
fixed assets and the increase of the reserve (previously reduced) by 165,020 lei, the decrease of
the reserve for newly reclassified fixed assets by 8,915 lei as well as the increase of the reserves
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
75
of the other assets by 3,083,381 lei based on the recalculation of the value of the reclassified
assets.
Also, the reductions in the revaluation reserve during the year refer to the revaluation differences
in the amount of 2,285,917 lei which were transferred to account 1175 - "Retained earnings
representing the surplus realised on revaluation reserves", in accordance with IFRS provisions,
as assets are depreciated, in accordance with the policy adopted by the Company, as well as to
the transfer of the revaluation reserve of 225,259 lei of fixed assets sold.
Within 1990-1995, UCMR, like all state-owned companies, was forced to revalue the equity of
the company and the increase of the registered capital in accordance with the methodology
developed by HG 945/1990, HG 26/1992 and HG 500/1994. In 2012, by applying IAS 29
Financial reporting in hyperinflationary economies”, began adjustment of the revaluation
differences included in the registered capital, according to the regulations listed above, in total
amount of 13.094.760 lei, amount that was reclassified to revaluation reserves included in the
registered capital.
The Company did not keep all data related to historical cost (purchase) of tangible fixed assets
and, therefore, cannot provide information of this kind (gross values at historical cost,
depreciation).
Tangible fixed assets pledged and restricted
The Company holds at the date of these financial statements pledged and mortgaged assets in
favor of A.A.A.S. (taken over from A.N.A.F) and in favor of Serraghis Loan Management Ltd.
(taken over from B.C.R).
On 31.12.2023 the net book value of the tangible assets representing Serraghis Loan
Management Ltd. guarantee is 22.785.340 lei (9.882.461 lei constructions and 12.902.879 lei
lands) and those of A.A.A.S. guarantee is 8.121.678 lei (3.459.418 lei for constructions and
4.662.260 lei for lands).
Pledged and mortgaged goods, of the nature of fixed assets held for sale, are presented in note
5.1.
No new pledges or mortgages were introduced in 2023.
3.3 Financial assets
Statement of equity papers held at other entities (affiliated), respectively of their value
adjustments are shown in Table No. 10 below.
Table no. 10 Investments (shares) in subsidiaries
-lei -
No.
Explanations
31.12.2022
31.12.2023
0
1
2
3
1.
S.C. MULTI-FARM Ltd., Reșița
17.000
17.000
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
76
TOTAL OF NET VALUE
17.000
17.000
The Company sold under the sale/purchase contract of shares dated 28.09.2023 the 1,700 shares
to S.I.E.P.C.O.F.A.R. SA at the price of 578,108 lei, so that as of 31.12.2023 it no longer has any
subsidiaries.
Table No. 11 below shows the statement of equity papers held by the Company in other entities.
Table no. 11 Equity papers held in other entities
-lei -
Explanations
31.12.2022
31.12.2023
Romanian Commodities Exchange
23.000
23.000
TOTAL
23.000
23.000
The Company has shareholding in Romanian Commodities Exchange (BRM), holding 26 shares
with a nominal value of 1,000 lei per share, representing 0.325% of BRM capital.
Other financial assets
The performance bond guarantees are retained by customers for the goods supplied by the
Company, which may be returned only after the deadlines, provided that all the contractual
clauses are fulfilled.
Generally, 70% of the performance bond guarantee value shall be returned after concluding the
minutes of putting into operation, and the difference of 30% will be returned at 24 months after
commissioning.
The performance bond guarantees with maturity less than one year, amounting 4.018.734 lei,
with the value of adjustment in amount of 4.004.689 lei related to guaranties due and unpaid on
31.12.2023 are included in the trade receivables. (see Note no. 4).
Table no.12 shows the statement of performance bond guarantees (other fixed assets).
Table no. 12 - Performance bond guarantees recoverable in a period longer than 1 year
- lei -
No.
Explanations
31.12.2022
31.12.2023
0
1
2.
3.
1.
Performance guarantees given to customers recoverable in a
period longer than one year
10.805.505
11.342.510
2.
Debtors for the guarantees filed
5.276
6.660
3.
Adjustments for impairment of other receivables
(7.657.853)
(7.657.853)
TOTAL (1+2+3)
3.152.928
3.691.317
Performance guarantees recoverable in a period longer than 1 year have increased.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
77
Among the newly created guarantees still outstanding on 31 December 2023, we mention
guarantees for the objectives: HPP Turnu, contract no. 68/2023 in the amount of 528,661 lei and
HPP PDF I , contract no. 72/2023 in the amount of 128,500 lei.
The adjustments for the loss of value of the guarantees remain at the same level compared to the
previous year, the largest part being represented by the adjustments for the HPP Stejaru and HPP
Slatina projects run by Romelectro SA, their value being 6.974.482 lei and 640.509 lei,
respectively . The company registered to the credit table with the value of these claims.
4. Receivables
The statement on the main receivables and payables of the Company is presented below.
Table no. 13 below shows the statement of trade receivables and other receivables, respectively
the adjustments (depreciation) thereof.
Table No. 12 Receivables and adjustments (their depreciations)
- lei -
No.
Explanations
Balance at
31.12.2023
Balance at
31.12.2023
Liquidity term
Under 1 year
Over 1
year
1
Trade receivables
15.334.348
17.827.497
17.827.497
-
2
Value adjustments for
depreciation of trade receivables
(13.016.940)
(12.904.798)
(12.904.798)
-
3
Total net values for trade
receivables (1 + 2)
2.317.408
4.922.699
4.922.699
-
4
Receivables to be collected from
related parties
61.574
61.574
61.574
-
5.
Value adjustments for
depreciation of other receivables
-
-
-
-
6
Total net values for other
receivables (4+5)
61.574
61.574
61.574
-
7
Other receivables, of which:
26.970.442
27.365.682
27.365.682
-
7.1
Deferred tax acc. to IFRS
10.724.131
11.324.226
11.324.226
-
8
Value adjustments for
depreciation of other receivables
(15.235.700)
(15.239.324)
(15.239.324)
-
9
TOTAL NET VALUES OF
RECEIVABLES (7+8)
11.734.742
12.126.358
12.126.358
-
10
TOTAL NET VALUES OF
RECEIVABLES (3+6+9)
14.113.724
17.110.631
17.110.631
-
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
78
The main customer in balance at the end of 2023 is S.S.H. Hidroserv SA through its branches in
Râmnicu-Vâlcea (401,078 lei), Porțile de Fier (226,910 lei) and Sebeș (216,426 lei).
Other customers from which the Company has trade receivables are the City Hall of Reșița
(195,156 lei), Almet International LTD (116,753 lei), Multi-Farm SRL (83,325 lei), Reșița
Reductoare și Regenerabile SA (47,419 lei).
In August 2023, a contract of assignment in payment was concluded between U.C.M. Reșița and
S.P.E.E.H. Hidroelectrica, whereby the Company's debt of 2,781,347 lei, resulting from the
supply of electricity, was taken over for goods executed by the Company under contract
7253/2016, with Romelectro which was terminated, for HPP Stejaru, in the amount of 6,655,755
lei. Also the amount in excess of the amount due, 3,874,408.55 lei, will extinguish future debits
from the supply of electricity.
The transaction resulted in a significant increase in trade receivables.
The Company applied the principle of prudence and adjusted through depreciation the entire
amount of uncertain receivables of 11.486.121 lei.
Under "Other receivables" the highest values are represented by the receivables for deferred tax:
11.324.226 lei and by the debtors from loans granted by the Company, respectively Sports Club
UCM Reșița, in amount of 14.727.010 lei, amount for which the Company made adjustments for
depreciation since 2011.
5. Stocks
5.1 Fixed assets held for sale
During 2022 and 2023 in accordance with the Sale Regulations approved by the Assembly of
Creditors, the assets proposed for sale to which the adjudication was not successful in 2023,
will continue to be promoted, released on the market and have organized auctions in 2024.
These assets are:
"Casa de Cultură" located in Reșița, Caraş Severin county, consisting of land with an
area of 9,360 sqm, the constructions that make up the building with an area of 12,843
sqm.
Land "Moniom", built-up area land in loc. Moniom, with an area of 24.676 sqm.
There were also proposed for sale, through business transfer, the business lines related to the
ABC platform and partially to the Câlnicel platform. In this regard, the Framework Contract
for the sale and purchase of the Business was signed on 08.12.2023, being previously
approved by the Creditors' Meeting of UCM Reșița held on 25.10.2023. The Business is
transferred on the date on which the Seller and the Buyer sign the Sale and Purchase
Agreement in authentic form (the "Transfer Date").
The related fixed assets were reclassified during 2022 and 2023 in the category of fixed
assets held for sale at the lower of book value and fair value minus the costs generated by the
sale.
For Casa de Cultură (the House of Culture) asset, reclassified during 2022, ½ of the starting
price at the auction was taken into account, considering the low interest in these objectives
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
79
and the auction regulations that provide for the successive decrease of the price by 10% in
installments of auction sessions, up to the levelof 50% of the initial value. The level of 50%
was reached during 2023 and a new analysis and approval of sales offers is required. From
the mentioned price, the costs attributable to the sale (UNPIR and the judicial administrator's
commissions) were subtracted in order to establish the value of the immovable assets held for
sale.
The land "Moniom", has been reclassified in 2023 from the starting price of the auction, from
which the costs attributable to the sale (UNPIR and receiver's fees) have been deducted.
For the business lines of the ABC platform and partially of the Câlnicel platform, the price
taken into account was that of the Hidroelectrica offer resulting from the direct negotiation,
from which the costs attributable to the sale mentioned above were subtracted. The offer
includes tangible and intangible assets, stocks, receivables, and personnel. The human
resources component is both a necessity and a condition for classifying the transaction as a
business transfer according to the provisions of the Fiscal Code. This is not quantifiable, does
not affect the price and was not taken into account when determining the fair value.
The impairment loss was allocated, as stipulated by the applicable IFRS 5, only on fixed
assets. Moreover, the treatment provided by IAS 36 was applied to the recognition of the
impairment loss. Thus, the impairment losses were first borne on account of the remaining
revaluation reserve, and the difference was recognized in the expense accounts.
In 2023, on the basis of the updated lists of assets subject to the transfer of the business lines
related to the ABC platform and partly to the Câlnicel platform, the value of fixed assets held
for sale was recalculated.
On the 3 objectives, the situation is as follows:
"House of Culture":
• fixed assets held for sale 14.215.856 lei;
• losses incurred in full from revaluation reserves 10.690.775 lei in 2022;
ABC platform and partially Câlnicel platform business:
• fixed assets held for sale 60.624.641 lei;
in 2022 were registered reclassification losses of 7.458.777 lei, of which 7.458.006 lei
incurred from revaluation reserves, 318.801 lei being allocated to expenses.
Land "Moniom"
fixed assets held for sale 349.714 lei;
losses 289.856 lei, charged to revaluation reserves.
Of the total fixed assets held for sale in the amount of 75.190.211 lei, a part is guaranteed in
favor of AAAS and in favor of Serraghis Loan Management Ltd, their value being
14.458.700 lei and 20.175.980 lei.
From fixed assets as assets held for sale, which were reclassified at the end of 2022, the
heating plant consisting of 4 boilers of 10Gcal/h and related installations located on the ABC
platform was sold, selling price 333.920,96 lei (excluding VAT).
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
80
5.2 Stocks
The status and structure of current assets, such as stocks, is shown in the table no 14:
Table no. 14 - Stocks and their value adjustments
- lei -
No.
Explanations
31.12.2022
31.12.2023
1
Raw materials
4.462.449
4.150.227
2
Materials
750.421
742.632
3
Inventory items
547.789
536.166
4
Packages and materials from third parties, raw materials and
materials in progress of purchasing
775.866
696.026
5
Semi-finished products
1.668.370
1.668.370
6
Production in progress
20.577.735
18.415.930
7
Finished products
7.839.073
6.355.764
8
Total of gross value ( 1+2+3+4+5+6+7 )
36.621.703
32.565.115
9
Adjustment of value for raw materials
(2.213.570)
(2.169.294)
10
Adjustment of value for materials
(382.514)
(376.839)
11
Adjustment of value for inventory objects
(199.782)
(197.475)
12
Adjustment of value for packages
(15.755)
(15.068)
13
Adjustment of value for semi-finished products
(1.576.731)
(1.576.731)
14
Adjustment of value for production in progress
(13.751.252)
(16.396.931)
15
Adjustment of value for finished products
(4.182.591)
(5.812.955)
16
Total value adjustments (9+10+11+12+13+14+15)
(22.322.195)
(26.545.293)
17
Total net value ( 8+16 )
14.299.508
6.019.822
In 2023 stocks, except for finished products and production in progress, showed small variations,
mainly due to the shorter supply-production-disposal cycle.
In August 2023, a contract of payment was concluded between U.C.M. Reșița and S.P.E.E.H.
Hidroelectrica, whereby the Company's debt from the supply of electricity, goods executed by
the Company under contract 7253/2016 with Romelectro, which was terminated, for HPP
Stejaru, in the amount of 6,655,755 lei, was taken over.
The transaction is the most important cause for the decrease in ongoing production and finished
products.
At the same time, considering the termination of contract 7253/2016, with Romelectro, for HPP
Stejaru, the fact that not all the products executed by the Company related to this project were
subject to the above mentioned contract and the lack of a response from S.P.E.E.H.
Hidroelectrica regarding the interest in purchasing the products already executed remaining in
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
81
stock, the Company proceeded, at the end of the current year, to adjust their value, with
2,646,977 lei for work in progress and 1,630,938 lei for finished products.
At the end of 2023, the Company has projects with a low value and a short execution period on
the books.
6. Cash and cash equivalents
The statement on cash and credits committed is shown in Table no.15:
Table no. 15 The available cash and credits committed
- lei -
No.
Explanations
31.12.2022
31.12.2023
1.
Bank accounts in Lei
2.568.351
2.692.537
2.
Bank accounts in foreign currency
472.242
5.509
3.
Cash in hand
42.523
36.298
4.
Treasury advances
-
-
5.
Short-terms deposits
3.069.727
545.908
6.
Other securities
-
7.
Total cash in hand (1+2+3+4+5+6 )
6.152.843
3.280.252
8.
Restricted cash (account securities)
198.058
199.418
9.
Total deficit/surplus of account (7-8 )
5.954.785
3.080.834
The bank term deposit outstanding on 31.12.2022 was liquidated in 2023. Cash and cash
equivalents were used to pay the remaining amounts to be distributed to budget creditors
according to the approved Payment Schedule.related to the Company's Reorganisation Plan.
Thus, on 27.06. 2023, a payment in the amount of 3,812,858 lei due to A.A.A.S was made to the
consignment account of BEJA Ezer and Crâșmaru. according to the attachment addresses
received.
On 31.12.2023, the company has only one bank deposit, from the amount obtained following the
sale of the shares held in Multi-Farm SRL to S.I.E.P.C.O.F.A.R. SA.
7. Debts
The statement on the main debt (commercial, banking, budgetary obligations and other creditors)
is shown in Table no. 16.
Table no. 16 Summary statement of debts
- lei -
No.
Explanations
31.12.2022
31.12.2023
Written in
the final
table of
Currently
Liquidity time
Less than
1 year
1-5
years
Over 5
years
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
82
creditors
1.
Amounts owed to
credit institutions
-
-
-
-
-
-
-
2.
Advances received
in account of orders
from customers
1.002.997
710.685
710.685
710.685
-
-
3.
Trade payables
8.736.298
7.028.423
4.331
7.024.092
7.024.092
-
-
4.
Bills payable
-
-
-
-
-
5.
Loans and interests
owed to the main
shareholder
-
-
-
-
-
6.
Other debts,
including tax and
social securities
428.514.872
432.741.244
230.696.277
202.044.967
202.044.967
-
-
TOTAL (1+2…+6)
438.254.167
440.480.352
230.700.608
210.139.744
210.139.744
-
-
7.1 Trade debts and advances received in account of orders from customers
The amounts due to related parties are detailed in Note no. 14.
The main customer in the balance on 31.12.2023, from which advances have been received in
the orders account, are Romelectro SA (266.115 lei), and externally Turbiwatt SAS Franța
(30.558 eur).
The amount of debts as on 31.12.2023 has decreased compared to the previous year. The
company has paid in full a number of older debts. Thus, the debt to E.ON Energie România SA
for natural gas and electricity supply, to SPEEH Hidroelectrica SA for electricity supply, to
Brantner Servicii Ecologice SA for provision of sanitation services was paid.
On 31.12.2023, the most significant debts are to Pază și Protecție Consulting & Security SRL
for security services, 2,606,085 lei.
As the electricity supplier has not issued invoices for the consumption for the period July-
December 2023, the Company has recorded in the accounts estimates, calculated based on the
self-reading of the meters, in the amount of 2,038,708 lei.The countervalue of the consumption is
fully covered by the amount in excess of the debits (3,874,408.55 lei), from the implementation
of the payment contract between U.C.M. Reșița and S.P.E.E.H. Hidroelectrica, from August
2023.
In terms of the value of the contracts performed in 2023, the main service providers are
represented by SPEEH Hidoelectrica SA Bucharest (electricity supply), Divizia Pază și Protecție
Consulting & Security SRL Schitu (security services), Pluxee Romania SRL Bucharest (meal
vouchers), Aquacaraș SA Reșița (water and sewerage services), Darian DRS (evaluation and
cadastre services), Rețele Electrice Banat SA Timișoara (electricity distribution).
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
83
The main suppliers of raw materials are Forja Rotec SRL Buzău, Profiltrade SRL Brăila, Italinox
Romania SRL Cluj Napoca, Ductil SA Buzău, Industrial Cruman SRL Ploiești, Brio
Electrotehnic SRL Cluj Napoca in the category of internal suppliers and Zdas AS Czech
Republic, Avenarius Agro GMBH Austria in the category of external suppliers.
7.2. Amounts owed to credit institutions
On 31.12.2023 the Company does not owe any amount to credit institutions.
Because of its insolvency at the date of these financial statements, the Company does not have
access to financing from banks or non-banking financial institutions.
7.3 Debts to shareholder, the state consolidated budget and other creditors
The other debts, including tax and social security to be paid within a period of up to one year are
shown in Table 17 below.
Table No. 17 Statement of debts to shareholder, the state consolidated budget and other
creditors
No.
Explanations
31.12.2022
31.12.2023
Out of which on 31.12.2023
Written in the final
table of creditors
current
0
1
2
4
5
1
Associates, current accounts -
loan
-
-
-
-
2
Associates, current accounts -
interest
-
-
-
-
3
Social security payable
55.396.276
54.879.525
-
54.879.525
4
VAT payable
21.934.896
26.594.127
-
26.594.127
5
VAT non-payable
12.039
12.039
-
12.039
6
Wages taxes
7.383.186
7.275.033
-
7.275.033
7
Obligations to unemployment
fund
69.128
69128
-
69.128
8
Obligations to special funds,
other taxes, charges and
remittances
77.156.737
81.026.914
1.073.322
79.953.592
9
Other creditors
265.430.003
261.632.922
229.622.955
32.009.967
10
Retained performance bond
guarantees
208.680
208.680
208.680
11
Salaries and other personnel
benefits
536.738
600.533
-
600.533
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
84
The total current debt includes also the deferred tax debt in the total amount of 24.333.888 lei.
In the Other creditors category, is presented the reduction of the debt compared to the previous
year by 3.812.858 lei which has been disbursed according to the Payment Schedule included in
the Confirmed Reorganisation Plan. The amount due to the State Assets Administration
Authority was paid into the consignment account of BEJA Ezer and Crâșmaru, according to the
attachment addresses received at the Company's registered office.
In November 2022, requests for payment were made by AAAS and ANAF for current debts
arising after the opening date of the insolvency proceedings and prior to the approval of the
Reorganisation Plan, which are under analysis, with no conclusion reached as of the date of this
Report. At the court hearing of 05.03.2024, in case no.35929/3/2023, concerning the appeal filed
by ANAF against the last Report of the Judicial Administrator, clarifications were submitted
concerning the amounts of budgetary claims on the Company's books.
Loans (financing) granted by the majority shareholder
At the date of these Financial Statements there are no loans granted to the majority shareholder.
7.4 Debts related to leasing contracts
On 31.12.2023 the Company no longer has signed leasing contracts.
8. Provisions
The situation regarding the provisions made and their evolution towards 31.12.2023 is showed in
Table no. 18 below.
Table no. 18 - Evolution of provisions in the accounting year 2023
- lei -
No.
Explanations
31.12.2022
Increase
Reduction
31.12.2023
1
Provisions for litigation
61.221.420
153.276
-
61.374.696
2
Provisions for costs within the
guaranty period
46.991
-
32.644
14.347
12
Other payables to employees
387.189
442.343
-
442.343
Total other debts (excluding
bank credits)
428.514.872
432.741.244
230.696.277
202.044.967
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
85
3
Provisions for costs required to
dismantling of tangible assets
20.856.369
328.431
382.073
20.802.727
4
Provisions for risk s and expenses
(suppliers)
84.970
4
52.834
32.140
5
Provisions for employee retirement
benefits
607.365
552.150
607.365
552.150
TOTAL (1+2+3+4+5)
82.817.115
1.033.861
1.074.916
82.776.060
The provision established in 2014 by applying a 20% depreciation related to some unfavorable
factors, external to the analyzed properties, to estimate a level of obtainable values, values that
rather depend on the nature of the pressure to sell to which the seller is subjected, was partially
resumed taking into account the fact that when reclassifying the assets held for sale, prices were
taken into account in accordance with the offers or their reasonable estimates, depreciations
being made where necessary.
The list of fixed assets, annexed to the Framework Agreement for the sale and purchase of the
Business, which was signed on 08.12.2023, is different from the initial one, which is reflected in
the net change in the provision of 30,831 lei, in the sense of an increase.
Moreover, the provision of 84.473 for fixed assets sold during the year was resumed.
The obligation to comply/ surrender in the EU Register 249 certificates for the 2022 activity,
imposed by ANPM at the exit from the EGES scheme, was the subject of the Tax Decision no.
2/11.05.2023, issued by the Directorate General for Tax Administration/Directorate of Records
and Collection. According to this decision, the value of the 249 EGES certificates was set at 148
708 lei. The decision was contested, but it was considered prudent to make a provision for this
amount.
The provisions set up for employee benefits in 2023 were calculated in relation to people who on
31.12.2023 met the retirement conditions for age limit or early retirement.
Provisions were established/decreased in accordance with the events that generated them.
9. Structure of shareholding and equity
In the Constitutive Act of UCM Reşiţa SA, drawn up in accordance with the provisions of Law
31/1990, registered at the National Office of the Trade Register, the Company's main shareholder
is INET AG, legal entity of Swiss nationality, and at the Central Depository is registered as main
shareholder the Swiss society ICESA SA.
Shareholder structure on 31.12.2023, according to the consolidated Register of shareholders that
hold at least 10% issued by the Central Depository, on 31,12.2022, share holdings are:
ICESA SA - 106.403.900 shares, representing 96,7890% of the share capital
Individuals - 1.968.374 shares, representing 1,7905 % of the share capital
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
86
Legal entities - 1.561.630 shares, representing 1,4205% of the share capital
The shareholding structure on 31.12.2023 has changed compared to the end of 2022 in terms
of a change in the ratio of shares held by individuals to those held by legal entities.
Thus, the percentage held by individuals increased by 0.975%, through purchases of
shares from legal entities, whose ownership percentage decreased accordingly.
As the Romanian economy was a hyperinflationary economy until 31.12.2003, applying of IAS
29 Financial Reporting in Hyperinflationary Economies, requires restatement of the registered
capital elements, legal reserves, other reserves existing in the balance at the date of application
for the first time of IFRS which were highlighted in the balance at historical cost, so that the
registered capital and other reserves have been updated based on monthly price indices, as
reported by the National Statistics Institute in the period 01.01.1991 - 31.12.2003.
Following the application of IAS 29, adjustment was done by restating the Financial Statements
for the years 2010, 2011 and 2012, based on result carried forward in the account 118 “Result
carried forward from the adoption of IAS 29 for the first time.
The adjustment, from the application of IAS 29, was performed by restating the Financial
Statements for the years 2010,2011 and 2012, on the reported result in the account 118 -
"Retained earnings resulting from the adoption of IAS 29 for the first time.
On 31.12.2023 the Company had no bonds issued.
The Company is listed on Bucharest Stock Exchange since 1998, but as of 06.11.2011, the date of
opening the general proceeding of insolvency, the company was suspended from trading. Starting
from 09.02.2022, after the entry into the reorganization period, the Bucharest Stock Exchange
ordered the reintroduction of UCM Reșița shares to trading. The shares issued by the Company
are registered, dematerialized, and they are administered by S.C. Central Depository S.A.
Bucharest.
Table no. 19 Structure of equity and evolution of results for the accounting years 2022
and 2023, also of major adjustments on retained earnings
No.
Explanations
31.12.2022
31.12.2023
0.
1.
2
3
1.
Registered capital
601.685.084
601.685.084
A
Total (1)
601.685.084
601.685.084
2.
Revaluation reserves
121.902.570
99.553.985
3.
* Transfer of surplus from revaluation reserves
(4.199.805)
(2.511.177)
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
87
4.
* Use of revaluation reserves
(18.148.780)
2.949.630
5.
* Registration of revaluation reserves
B
Total (2+3+4+5)
99.553.985
99.992.438
6.
Legal reserves
1.972.406
1.972.406
7.
Increases in legal reserves from the result of current accounting year
-
-
C
Total (6+7)
1.972.406
1.972.406
8.
Earnings representing surplus from revaluation reserves
268.370.064
272.569.869
9.
* Transfer of surplus from revaluation reserves
4.199.805
2.511.177
D
Total (8+9)
272.569.869
275.081.046
10.
Other reserves
16.088.620
16.088.620
E
Total (10)
16.088.620
16.088.620
11.
Loss carried forward
(1.768.572.645)
(1.808.741.568)
12.
* Transfer of accounting year result to retained earnings account
(40.079.515)
428.329.437
13.
* Registration of accounting errors from previous years to retained
earnings account
(89.407)
-
Restatement of IFRS, of which:
-
-
14.
* Adjustment of provisions for employees’ retirement benefits
-
-
15.
* Reduction in deferred tax receivables recognized on the retained
earnings account
-
-
F
Total (11+12+13+14+15)
(1.808.741.568)
(1.380.412.131)
16.
Profit sharing
-
-
17.
* Account closure - profit sharing
-
-
18.
* Increases in legal reserves from the result of current accounting year
-
-
G
Total (16+17+18)
-
-
19.
Profit / (Loss)
(40.079.515)
428.329.427
20.
* Transfer of accounting year result to retained earnings account
40.079.515
(428.329.437)
21.
* Account closure - profit sharing
22.
* Net result of current accounting year
428.329.437
(12.409.732)
H
Total (19+20+21+22)
428.329.437
(12.409.732)
TOTAL (A+B+C+D+E+F+G+H)
(388.542.167)
(398.002.269)
10. Revenues from current activity
The turnover for 2023 is 37,981,257 lei and is entirely generated on the domestic market.
Tables no.20 and 21 below show the structure of revenues/sales on types and geographic areas.
Table no. 20 Structure of revenues from current activities - lei -
No.
Explanations
2022
2023
1.
Revenues from sold production
20.741.707
37.981.257
2.
Revenues from sale of goods
-
-
3.
TOTAL TURNOVER ( 3=1+2 )
20.741.707
37.981.257
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
88
Table no. 21 Revenues from current activities on geographic areas
- lei
No
Explanations
2022
2023
1.
Romania
18.337.714
37.981.257
2.
European Union
2.403.993
-
3.
TOTAL (1 = 1+2+3)
20.741.707
37.981.257
11. Expenses
The cost of sales for the years ended on December 31, 2022 and 2023 is as follows:
Explanations
2022
2023
Raw material and materials
1.957.942
4.467.553
Goods
-
-
Facilities
4.315.912
4.794.314
Expenses with the personnel
18.413.642
18.549.951
External services
537.791
466.161
Value adjustments on fixed assets
3.008.204
1.233.726
Other expenses
127.656
121.086
Changes in stocks of finished goods and production in progress
1.013.091
3.645.114
Total cost of sales
29.373.338
33.277.905
The general administrative expenses for the years ended December 31, 2022 and 2023 are as
follows:
Explanations
2022
2023
Raw material and materials
116.837
142.103
Facilities
189.302
158.048
Expenses with the personnel
5.165.993
5.404.796
External services
3.444.971
4.165.475
Value adjustments on fixed assets
1.491.928
1.258.228
Other expenses
7.517.892
3.408.433
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
89
Total general administrative expenses
17.926.923
14.537.083
12. Current and deferred profit tax
The Company uses the information from accounting and/or other information required by the tax
legislation applicable to the calculation, assessment and declaration of its obligations to the
consolidated state budget.
The profit tax is calculated and determined based on data and information from the accounting
checking balances, being elaborated in this respect also the tax returns, in accordance with the
applicable regulations in force.
On 31.12.2023, the Company recorded an accounting loss in the amount of 12,409,732 lei,
which will be covered by the profit of the following years, in accordance with the legal
provisions on the matter.
The statements on taxes, contributions and fees payable to the consolidated state budget and
local budgets were prepared and submitted within the time and in accordance with the
requirements of the law in force.
Based on the application of IFRS criteria for recognition and assessment of the balance sheet
assets and liabilities, results temporary deductible or taxable differences between the accounting
base and the tax base, differences that will result in amounts that are deductible or taxable in
determining the taxable profit (or loss tax) in future tax periods, when the carrying amount of
those assets and liabilities will be recovered or settled.
Table no. 22 Deferred tax
- lei -
Explanations
31.12.2022
31.12.2023
Deferred tax receivables
10.724.131
11.324.226
Deferred tax liabilities
23.532.236
24.333.888
Table no. 23 Calculation of deferred tax - 2023
No.
Category / Explanations
Carrying
amount
Tax base
Temporary
deductible
differences
Temporary
taxable
differences
Receivables
Debts
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
90
1
Provisions for litigation
153.276
153.276
24.524
2
Cancellation of provisions
for immovable
decommissioning
(53.642)
(53.642)
(8.583)
3
Provisions for employee
benefits 2022
552.150
552.150
88.344
4
Cancellation of provisions
for employee benefits
2021
(607.365)
(607.365)
(97.178)
5
Other provisions for risks
(85.474)
(85.474)
(13.676)
6
Cancellation of other
provisions for risks
13.848
13.848
2.216
7
Cancellation of
adjustments of other
immobilized receivables -
guarantees of good
execution
(154.731)
(154.731)
(24.757)
8
Cancellation of
adjustments for non-
current receivables -
performance guarantees
4.308.227
4.308.227
689.316
9
Adjustments for
depreciation of stocks
(85.129)
(85.129)
(13.621)
10
Cancellation of
adjustments for
depreciation of stocks
61.022
61.022
9.764
11
Adjustments for
depreciation of
receivables
(169.540)
(169.540)
(27.126)
12
Cancellation of
adjustments for
depreciation of
receivables
2.491.954
205.996
2.285.958
365.753
13
Accounting amortization
and tax amortization
(225.260)
(225.260)
(36.042)
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
91
differences
14
Reduced reserves for
reclassification for sale
2.949.630
2.949.630
471.941
15
Differences when
reclassifying fixed assets
- stocks
(182.048)
(182.048)
(29.128)
TOTAL
27.222.766
60.092.6
89
(18.731.709
)
(14.138.214)
600.095
801.652
13. Information on employees, managers and directors
On 31.12.2023, the Company had the structure of the personnel as shown in Table no. 24 below.
Table no. 24 Structure of employees
No.
Category
Number of employees
%
31.12.2022
31.12.2023
1.
Production personnel
339
304
68,78
2.
Administrative personnel
147
138
31,22
TOTAL
486
442
100
The executive management of the Company during 2023 was composed of:
Mr. Cosmin URSONIU General Director
Mrs. Liliana Nicoleta IONETE - Human Resources and Economic Director
Mr. Cristian MURGU - Director of Production
On 31.12.2023, the Company has no obligation of any kind (credits granted or future liabilities
such as guarantees, etc.) incurred to former members of the administrative, management or
supervisory departments.
The expenses with the wages made by the Company in the accounting year 2023 are shown in
Table no. 25 below.
Table no. 25 Expenses with the wages in the accounting year 2023
-lei -
No.
Explanations
01.01-
31.12.2023
1.
Expenses with the wages of personnel
22.239.087
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
92
2.
Expenses in kind and with vouchers for meals
1.124.176
3.
Contribution of the company to social security
500.136
4.
Other expenses on insurance and social protection
91.348
TOTAL
23.954.747
14. Affiliated parties
In order to prepare these financial statements and presentation of transactions with affiliated
parties (natural/ legal persons), the third parties are considered to be affiliated if one of them has
the ability to control the other party or to exercise significant influence over the other party, in
taking decisions on current operations with economic/financial effects.
In evaluating each possible relationship/transactions with affiliated parties, the emphasis is on
the economic essence of the relationship and not necessarily on its legal form. For the purposes
of the above, it is envisaged both the definition of affiliated parties in the Financial Reporting
Standards, as well as those disclosed in the notes (point f in Presentation of Financial
Statements).
The company has an associated entity Bursa Română de Mărfuri, Bucharest.
During 2023 the Company owned a subsidiary , s.c.MULTI-FARM s.r.l., Reșița, which operated
in the field of pharmaceuticals.
By the Sale and Purchase Agreement / Sale of shares dated 28.09.2023 the Company sold to
S.I.E.P.C.O.F.A.R. SA all the shares held in Multi-Farm SRL. so that on 31.12.2023 the
Company no longer has any subsidiaries.
The situation of transactions with affiliated parties is presented in Tables no. 26, 27 below.
Table no. 26 Sales / purchases of goods / services to and from affiliated parties
- lei -
No.
Explanations
2022
2023
Sales of goods and services
1.
Affiliated entities
2.
Subsidiary companies
12.433
9.334
3.
Major shareholder
-
4.
Others
-
5.
Total sales (1+2+3+4)
12.433
9.334
Purchases of goods/services
6.
Subsidiary companies
-
-
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
93
7.
Affiliated entities
-
-
8.
Major shareholder
-
-
9.
Total purchases (6+7+8)
-
-
The volume of sales and purchases to and from affiliated parties, excluding related VAT.
Table no. 27 Receivables (debit balances) to affiliated parties
- lei -
No.
Explanations
31.12.2022
31.12.2023
1.
Subsidiary companies trade receivables
72.211
82.084
2.
Affiliated entities
-
-
3.
Major shareholder
-
-
4.
Others
-
-
5.
Advances granted to affiliated entities
-
-
Total trade receivables (1+2+3+4+5)
72.211
82.084
At the date of these Financial Statements the Company does not record any obligations towards
the Company's main Shareholder, ICESA SA.
On 31.12.2023 there were not registered loans granted to affiliated parties.
15. Commitments (contractual obligations), guarantees and contingent liabilities (litigation)
The key aspects of commitments and litigations that have affected or may affect the obligations
of the Company in the future are outlined below.
15.1 Commitments and guarantees
a) Commitments on capital transactions (investments)
The Company has no commitments regarding capital operations at 31.12.2023.
b) Commercial Commitments received
The Company has no credentials guaranteed contracts on 31.12.2023.
c) Guarantees granted to third parties
As of 31.12.2023, the Company does not have guarantees to third parties in the form of bank
guarantee letters.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
94
15.2 Contingent liabilities and litigation
a) Actions at the law court
STATUS OF LITIGATIONS PENDING AT THE LAW COURTS ON 31.12.2023
Table no. 28 - COMMERCIAL LITIGATION
No.
PARTIES
U.C.M.R.
S.A
IN
POSITION
OF
NO. of FILE
LAW
COURT
PROCESS
STAGE
DELIVERED
SENTENCE
AMOUNT /
OTHER
DATA
1
SC GIA
Security
Creditor
1388/115/2012
Caraș-
Severin
Law Court
Bankruptcy
proceedings-
Time limit:
16.03.2023
7,885.60 lei
2
SC Hydro-
Engineering
Creditor
5911/115/2013
Caraș-
Severin
Law Court
Bankruptcy
proceedings
request for
enrolment in
the table of
creditors
Time limit:
17.02.2022
126.633,68
lei
3
SC Libarom
Agri
Creditor
29140/3/2012
Law Court
Bucharest
Bankruptcy
proceedings
Time limit:
08.03.2023
Requests the
amount of
1,289,570,07
9.97 lei.
Allowable the
amount of
3,706,200.00
lei, according
to the
decisions in
case no.
29140/3/2012
/a1
4
SC ISPH
Bucureşti
Creditor
38503/3/2014
Law Court
Bucharest
Insolvency
proceedings
reorganizatio
n-
Time limit:
16.02.2024
32,460.00 lei
5
SC IMB Miloş
Creditor
1088/115/2015
Caraș-
Severin
Law Court
Insolvency
proceedings
-
reorganizatio
n
Time limit:
07.03.2024
18,200.46 lei
6
SC Hidroserv
SA
Creditor
36365/3/2016
Law Court
Bucharest
Insolvency
proceedings
Time limit:
29.05.2024
21,725,537.4
1 lei
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
95
reorganizatio
n-
7
SC SITTNER
TRANS
Creditor
408/115/2020
Caraș-
Severin
Law Court
Merits of the
case -
simplified
insolvency
procedure
Time limit:
23.05.2024
25785,83 lei
8
VF Insolventa
SPRL, SC AC
Management
SRL, SC Aquaris
Crivaia SRL si
SC Kmobil SRL
Defendant
1471/3/2013
Bucharest
Law Court
Merits of the
case -
request for
pending the
case
T: 13.06.2023-
granted a new
deadline of
07.11.2023 for
the resolution of
the request for
the
reinstatement of
the case.
Action for
annulment of
the sales
contract no.
388/13.02.20
09
9
Romelectro SA
Creditor
909/3/2022
Bucharest
Law Court
Merits of the
case -
insolvency
procedure
Time limit:
05.03.2024
7.614.990, 56
lei
10
SSH Hidroserv
SA
Creditor
30582/3/2022
Bucharest
Law Court
Merits of the
case -
At the deadline
of 05.04.2023,
the plea of lis
pendens was
admitted and the
case file no.
10756/3/2021
was attached
Action for
annulment,
nullity of the
acts and
operations of
the debtor
11
SC PRODMEC
SA
Creditor
2628/115/2023
Caraș-
Severin
Law Court
Merits of the
case -
insolvency
proceedings
Time limit:
21.03.2024
3.283,21 lei
13
AC Management
SRL
Creditor
761/30/2023
Timiș
Law Court
Merits of the
case - First
instance
court
An objection is
lodged for non-
inclusion in the
creditor's estate
Table no. 29 Civil/criminal/litigation disputes
No.
PARTIES
U.C.M.R.
S.A
IN
POSITION
OF
NO. of FILE
LAW
COURT
PROCESS
STAGE
DELIVERED
SENTENCE
AMOUNT
/
OTHER
DATA
1
SC Energy
Holding SA -
civilly
responsible
party,
Alexandrescu
Costin Răducu,
Ţicu Elena
Lavinia -
defendants,
Civilally
responsible
party
8308/3/2021
Bucharest Law
Court
Merits of the case
Time limit:
18.03.2024
Embezzlem
ent -
59,480,839
lei
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
96
ANAF, ANRE,
etc. - civil parties
2
AAAS
contestator, SC
Agrana
Romania, sa.
Third-party
garnishee
Challenge on
enforcement,
suspension of
enforcement
8399/299/ 2022
District Court 1
Bucharest
Merits of the case
Decision.
8433/17.11.202
3 - rejects the
challenge to
execution of
AAAS
4.374,49 lei
receivable+
1.405,07 lei
execution
expenses
3
AAAS
contestator, SC
Rafo intimat sa.
Third party
garnishee
Appeal
against
enforcement
and
suspension of
enforcement
13881/299/ 2022
District Court 1
Bucharest
Merits of the case
Decision.
121/16.11.2023
- rejects
AAAS's appeal
against
execution
26.411, 72
lei
4
Administration of
the Environment
Fund
Plaintiff
24511/3/2022
Bucharest
Law Court
Appeal
Time limit:
15.02.2024
122.286 lei
5
Administration of
the Environment
Fund
Plaintiff
7983/2/2023
Bucharest Court
of Appeal
Merits of the case
No deadline set
. 148.708 lei
6
AC Manag.,
UDR Foundation,
K Mobile,
Chebuțiu A,
Preda C, Sinea
L, Cociorva D,
Oprescu B,
Condrea A
Plaintiff
1291/62/2023
Braşov
Law Court
Merits of the case
Time limit:
21.03.2024
Action in
tort
49.256.066,
09 lei
7
AC Management
Plaintiff
5384/69/2023
Braşov
Law Court
Merits of the case-
split from file
1291/69/2023
Time limit:
22.02.2024
Liability in
tort
49.256.066,
09 lei
8.
UDR
Foundation-
Defendant,
Municipality of
Resita through
the Mayor -
intervener
Plaintiff
13474/3/2013**
Caraș-Severin
County /Law
Court
Appeal
Time limit:
13.02.2024
Revocatio
n of
donation
contract
9
Veresan Maria
Plaintiff
7477/290/2023
Reșița City
Court
Merits of the case
Time limit:
24.04.2024
Terminati
on of
contract,
through
rescission,
recovery
5.037 lei
10
Nedelcu Daniel
Constantin
Plaintiff
7476/290/2023
Reșița City
Court
Merits of the case
The deadline is
not set
Terminati
on of
contract,
through
rescission,
recovery4.
046,74 lei
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
97
11
Condrea Vasile
Plaintiff
7478/290/2023
Reșița City
Court
Merits of the case
Time limit:
29.02.2024
.
Terminati
on of
contract,
through
rescission,
recovery,
5.335,40 lei
We mention that 46 files pending before the courts for resolution, in which the Company has the
capacity of debtor/defendant or creditor, are suspended pursuant to insolvency laws, Law no.
85/2006, respectively Law no. 85/2014.
Moreover 5 cases are suspended under art. 244, para. 1, point 2 Civil Procedure Code, until penal
cases are resolved.
b) Taxation and Transfer Pricing
The taxation system in Romania is in a phase of consolidation and harmonization with EU
legislation; therefore, the tax legislation still allows different interpretations (texts formulated
equivocal and/or insufficiently precise, inconsistencies with other regulative documents, etc.).
The practices for the financial statements remain open for inspection for 5 years.
The Company's management considers that the tax obligations included in these financial
statements are properly set.
The tax legislation in Romania includes also rules on transfer pricing between affiliated parties.
The current legislative framework (the Fiscal Code and other specific regulations) establishes
the principle of "market value" for transactions between affiliated parties, and the methods of
transfer pricing.
Therefore, it is possible for the tax authorities to initiate checks on transfer pricing, to ensure that
the fiscal outcome and/or the equity input value of goods are not distorted by the effect of the
prices used in dealing with affiliated parties.
As the results of such checks are difficult to predict (quantify), the management of the Company
is unable to assess/quantify the risks of transfer pricing.
c) Environmental contingencies and other contingencies
Environmental and water management permits held for the 2 industrial platforms on which the
Company operates, are as follows:
for the ABC platform: Environmental permit no. 94 of 18.11.2021, revised in
29.11.2022, valid for the entire period in which UCM Reșița obtains the annual
visa, according to the provisions of Law 219/2019 and the Water Management
Authorization no. 21 / S.G.A. - CS, from 29.03.2021, valid until 29.03.2024.
for the Cîlnicel platform: Environmental permit no. 96 / 25.11.2019, revised in
29.11.2022, valid for the entire period in which UCM Reșița obtains the annual
visa, according to the provisions of Law 219/2019, and the Water Management
Authorization no. 60 /S.G.A./14.12.2022, regarding the Câlnicel industrial
platform, authorization valid until 14.12.2025.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
98
Environmental permits are issued by the Caraş-Severin Environmental Protection Agency, and
and those for water management are issued by the Caraş-Severin Water Management System.
UCM Reșița S.A. was included in the list of economic operators that own facilities that consume
natural gas in operation and generate carbon dioxide emissions (greenhouse gas
emissions/EGES), through the activity of heat energy production and the activity of heat
treatment of ferrous and non-ferrous metal parts. The EGES plant of UCM Reșița included two
working points, the ABC industrial platform and the Câlnicel industrial platform.
The activity carried out was Fuel Burning in plants with a total rated thermal input of more
than 20 MW (excluding hazardous or municipal waste incineration plants).
The equipment in UCM Reșița that in operation generates carbon dioxide - greenhouse gas
emissions are:
local heating systems (radiant panels/tubes, hot water boilers) and horizontal and vertical
heat treatment furnaces at the ABC industrial platform;
local heating systems (radiant panels/tubes, hot water boilers) and the stress relief furnace
at the working point - industrial platform Câlnicel;
the heating plant located on the ABC industrial platform;
heating plant located on the Câlnicel industrial platform.
For the regulation of activities generating greenhouse gas emissions, the Company was in
possession of:
- Permit no. 123/21.04.2021, on greenhouse gas emissions for the period 2021-2030, for
the ABC platform - issuer National Agency for Environmental Protection (ANPM);
- Permit No 124/21.04.2021 on greenhouse gas emissions for the period 2021-2030 for the
Câlnicel platform - issued by the National Environmental Protection Agency.
The two thermal power plants have been out of operation since 2012, but since they are owned
and operated by UCM Reșița SA, the National Agency for the Protection of the
In this context, it was considered that the installed thermal power of the two thermal power
plants participated in the calculation of the total power of the installation at the ABC and
Câlnicel working points, which resulted in a total rated thermal power of more than 20 MW at
each of the two working points.
Taking into account the fact that the two thermal power plants have not been operating for more
than 10 years, during all this time, the actual thermal power for each of them was 0. In this
context, the level at which the combustion plant of UCM Reșița SA at the two working points
had to be included/maintained in the greenhouse gas emissions trading scheme was no longer
reached. The rated thermal output of the EGES installation at the ABC and Câlnicel work
stations was below the 20 MW level:
- Pt ABC = 12.7 MW ; 12.7 MW < 20 MW
- Pt Câlnicel = 8.87 MW. 8.87 MW < 20 MW
UCM Reșița has submitted to the National Agency for Environmental Protection the request for
approval of the exit of the EGES installation ABC Platform Work Point and Câlnicel Platform
Work Point from the greenhouse gas emission trading scheme, starting from the previous years
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
99
and continuing until 2023. At the same time, at the local level, the Caraș-Severin Environmental
Protection Agency has accepted that the fuel combustion activity in installations with total rated
thermal input (excluding installations for the incineration of hazardous or municipal waste)
carried out in the Company's greenhouse gas emissions installation (EGES) at the two work
points is below 20 MW.
In the above context and based on repeated requests by the Company, the National Agency for
Environmental Protection admitted the request of UCM Reșița, according to the address no.
1/1043/LAP/16.03.2023, which established the obligations upon termination of the validity of
the permits no. 123/21.04.2021 and no. 124/21.04.2021 on EGES for the period 2021-2030, for
the ABC Platform Work Point and the Câlnicel Platform Work Point. The above-mentioned
address states that the EGES installations of UCM Reșița at the two work points are no longer
subject to the EGES trading scheme, as the activity of Burning fuels in installations with a total
rated thermal input of more than 20 MW (except installations for the incineration of hazardous
or municipal waste), regulated by GD 780/2006, is no longer carried out on the site of these
installations. Consequently, the two authorisations ceased to be valid as of 16.03.2023.
ANPM has established the obligations of UCM Reșița upon exit from the EGES scheme:
- the obligation to propose the GES emissions figure in the EU EGES register for the year
2022 for the two work points, with a deadline of 31.03.2023 - carried out by UCM Reșița
on 07.03.2023;
- the obligation to pay the administration fees for the two accounts of UCM Reșița in the
EU EGES Registry for the year 2022, with deadline 15.04.2023 - carried out by UCM
Reșița on 13.04.2023;
- compliance obligation - surrender in the EU ETS Registry a number of ETS allowances
equal to the total number of greenhouse gas emissions from the installations concerned in
2022, with a deadline of 30.04.2023.
Compliance for activity in 2022 (surrender of allowances to the EU EGES Registry for activity
in 2022):
For the 3 months in which natural gas was consumed at the beginning of 2022, the level of
greenhouse gas emissions was:
- 140 tonnes CO2 for the ABC platform activity,
- 109 tonnes CO2 for the Calnicel platform activity.
Total: 249 tonnes CO2
1 tonne CO2 = 1 EGES certificate
The value of one EGES certificate was at that time approximately = 100 Euro.
The obligation to comply/ surrender in the EU Register the 249 certificates for the 2022 activity,
imposed by ANPM at the exit from the EGES scheme, was the subject of the Tax Decision no.
2/11.05.2023, issued by the Directorate General for Tax Administration/Directorate of Evidence
and Collection. The decision concerning the application of the penalty provided for in the event
of failure to surrender greenhouse gas emission certificates relating to activity in 2022 was
challenged by UCM Reșița, which sought its annulment as unlawful. The reason for the appeal,
registered with the Environmental Fund Administration under no. 43320/04.07.2023, was the
fact that the EGES installations on the two industrial platforms had a rated thermal output below
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
100
the 20 MW level for more than 10 years, a situation which is still valid in 2022. According to the
above-mentioned tax decision, the value of the 249 EGES certificates was set at 148,708 lei. By
Decision no. 99, registered with the Environmental Fund Administration under no.
8639/01.08.2023, the Legal Department, Insolvency and Complaints Resolution Service rejected
the appeal lodged by UCM Reșița as unfounded, which may be appealed within 6 months from
01.08.2023 to the Bucharest Court of Appeal. UCM Reșița filed the Administrative Litigation
Action no. 63/DF 0041/09.08.2023, addressed to the Bucharest Court of Appeal, Administrative
and Fiscal Litigation Section, requesting the annulment of Decision no. 99 (no. 8639/01.08.2023)
and Tax Decision no. 2/11.05.2023.
Abbreviations used in the environmental contingencies section:
EGES Emissions of Gases with Greenhouse Effect (Carbon dioxide)
ANPM - National Agency for Environmental Protection
The EU EGES Register - a standardized electronic database containing common data
elements used to track the issuance, holding, transfer and cancellation of greenhouse gas
emission certificates.
16. Management of risk
Below is a summary of the nature of management activities and policies to control the risks.
(i) Currency risk
The Company operates in Romania, in an economic environment with strong fluctuations of the
national currency against other currencies; The company has transactions in a currency other
than the functional currency (RON).
Transactions made in foreign currency are converted into lei at the exchange rate valid on the
date of the transaction.
Therefore, there is a moderate risk of depreciation of net monetary asset value expressed in
domestic currency, the foreign exchange market in Romania regarding conversion of domestic
currency in other currencies being organized by the rules and common practices strengthened in
the last years and the role of BNR in this regard is very important.
Currently, there is no market from abroad to perform conversion of the domestic currency into
other currencies.
(ii) Credit risk (rates, interests)
Credit risk involves the Company incurring a financial loss as a result of a breach of contractual
obligations by a customer or a counterparty to a financial instrument, and this risk arises
primarily from trade receivables. The Company monitors the exposure to credit risk by analyzing
the seniority of the receivables it registers and acts to recover the past due or expired ones.
Exposure to credit risk is influenced by the individual characteristics of each client and the
country in which he operates. Most of UCM Reșița's clients operate in Romania.
The Company’s management permanently monitors the degree of exposure to such risks, in order
to keep it to a level as low as possible.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
101
(iii) Liquidity risk
The Company may encounter difficulties in fulfilling its obligations associated with debts that
are settled in cash or by transferring another financial asset.
The Company's approach to liquidity risk is to provide, to the extent possible, sufficient liquidity
at all times to meet its debts when they become due, both under normal and stressful conditions,
without bear unacceptable losses or jeopardize the Company's reputation.
To counteract this risk factor, the Company applied restrictive measures to deliver the products
to uncertain customers, even requesting advance payment.
The management of the Company is also concerned with the careful selection of new customers
according to their creditworthiness and financial discipline.
(iv) Risk of market and economic environment
The Romanian economy is still in transition, the economic crisis significantly affecting it, even if
there is some certainty about the future evolution of Romania's policy and economic
development, as a member of the Union European.
Market risk is the risk that changes in market prices, such as exchange rates, interest rates, and
declining market demand will affect the Company's revenue.
The management of the Company cannot foresee the changes that will take place in Romania and
their effects on the financial position, on the results of the activity or on the cash flows of the
Company for the following accounting year, only within the limits of available information.
Eventual changes that could affect the internal conditions of Romania and the effect they could
have on the activities of the customers of the Company and hence, on the financial position, on
results and cash flows of the Company could not be taken into account in preparing the financial
statements, only within the possible limits of predictability.
The instability of the market for raw materials and materials is a risk that has been mitigated by
market research, renegotiation of contract terms and even change of suppliers, if it was not
possible to change the terms.
The risk of price volatility from electricity, methane gas, metals, diesel, was prevented, as far as
possible, by finding new suppliers or renegotiating contracts with traditional suppliers.
Identification and evaluation of business opportunities, including the development (capital
investment), influenced by the current state of economic recession (crisis), analysis of
compliance with the crediting contracts and other contractual obligation, evaluation of
significant uncertainties, including those related to the ability of the Company to continue to
operate for a reasonable period of time, due to falling demand, all these are permanent tasks in
attention of Company’s management for the purposes of identification, access and use of
financial resources, respectively substantiation of possible future financial flows.
The customers of the Company can also be affected by the crisis situations, the lack of liquidity
which could affect their capacity to pay the current debts.
Impairment to customers’ business and operating conditions may also affect grounding of cash
flow provisions, respectively the analysis of the Company’s financial assets (debits) depreciation
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
102
The Company's management cannot predict all events that could affect the industrial sector in
Romania, respectively their impact on the financial statements.
17. Continuity of activity
Events and conditions with significant impact on business continuity
As a result of the confirmation of the Reorganization Plan by the syndic judge based on the
decision 351/01.02.2022, SC UCM Reşiţa SA continued its activity in 2023 according to the
status of a company under reorganization, under the leadership of the Judicial Administrator
Consorţiul EURO INSOL SPRL and VF Insolvency SPRL.
After the completion of the transfer, the Company will mainly focus on the sale of assets, in
accordance with the provisions of the Reorganisation Plan, the leasing of premises, by
continuing existing contracts and entering into new contracts, and the recovery of receivables as
they fall due.
Future cash flows for the ongoing business will be secured on existing leases, performance bonds
relating to contacts being completed prior to the transfer.
Estimated rental income for the year 2024, based on contracts in place at 31.12.2023 is as
follows:
- 555,020 lei for 21 rental contracts with legal entities;
- 447,500 lei for 250 leases with individuals.
The Company is also making every effort to continue its activity, based on electric motor repairs,
in the SME2 section.
18. Subsequent Events
From the discussions held by the representatives of UCM Reșița with the representatives of
Hidroelectrica and of the newly established company, Uzina de Construcții Mașini
Hidroenergetice SRL, on 22.02.2024, it resulted necessary to convene the Meeting of Creditors
of UCM Reșița with the following agenda "Approval of the operation to waive the right to renew
the trademark "UCM REȘIȚA FONDATĂ 1771 MEMBRĂ A INET GRUP" and/or the right to
register a similar trademark by UCM REȘIȚA SA".
The Meeting of Creditors, held on 28.02.2024, approved the waiver of the right to renew the
trademark "UCM REȘIȚA FONDATĂ 1771 MEMBRĂ A INET GRUP", as well as the waiver
of the right to register a similar trademark by U.C.M. REȘIȚA S.A.
Based on this decision, UCM Reșița S.A., through its judicial administrator, will sign an
agreement to waive the right to renew the trademark "UCM REȘIȚA FONDATĂ 1771
MEMBRĂ A INET GRUP", as well as the waiver of the right to register a similar trademark by
U.C.M. REȘIȚA S.A.
On 26.02.2024, the Company received via e-mail the renunciation of the mandate of special
administrator of UCM Reșița sent by Mr. Băra Aurel.
s.c. U.C.M. Reşiţa s.a.
(in judicial reorganisation, en redressement)
Separate Financial Statements on December 31, 2023
(all amounts are given in lei (RON) unless otherwise stated)
103
The judicial administrator will convene an Extraordinary General Meeting of Shareholders to
take note of the resignation and to propose another representative as special administrator of the
debtor.
According to the provisions of the Framework Agreement for the sale and purchase of the
Business, the Business shall be transferred on the date on which the Seller and the Buyer sign the
Purchase and Sale Agreement in authentic form (the "Transfer Date"), which cannot be later than
the deadline set out in the Framework Agreement, 29.02.2024. In accordance with the provisions
of the Framework Agreement, the deadline may be extended twice, with an additional period of 2
(two) months.
Thus, on 28.02.2024, HIDROELECTRICA sent Notification no. 24129 regarding the fact that it
proposes to extend the deadline for the authentication of the Sales Contract until 30.04.2024.
The insolvency administrator signed the Extension Agreement transmitted by Hidroelectrica, and
formulated a response to the Notification by address no. 232/29.02.2024.
On 11.03.2024, the sale-purchase contract of the business was signed between U.C.M. Reșița
S.A., as seller, and Uzina de Construcții Mașini Hidroenergetice S.R.L., as buyer, authenticated
under No 210 dated 11 March 2024 ("CVC"), pursuant to which the Seller sold and transferred
and the Buyer bought and received the Business relating to the ABC Industrial Platform and the
Câlnicel Industrial Platform, namely the business activity consisting of the manufacture and
marketing of hydro aggregates and ancillary equipment, and the provision of rehabilitation and
improvement services, specialist engineering and technical assistance in this field, carried out by
the Seller in connection with the Transaction Perimeter, including the assets contained in the
Transaction Perimeter.
The total price, exclusive of VAT, paid for the transfer of ownership of the Business and all assets
falling within the Transaction Perimeter is 67,879,000 lei.
Judicial Administrator: Economic Director:
EURO INSOL SPRL and VF Insolvență SPRL Nicoleta Liliana IONETE
Consortium