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VDL GROEP ANNUAL REPORT 2017 VDL GROEP ANNUAL REPORT 2017

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VDL GROEPANNUAL REPORT

2017

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VDL Groep B.V.

Hoevenweg 1 5652 AW Eindhoven the Netherlands

Phone +31 (0)40 - 292 50 00 [email protected] www.vdlgroep.com

VDL GROEPANNUAL REPORT

2017

1

3 Financial highlights

4 Profile of VDL Groep

5 Group structure

7 Report of the Board of Management

49 Report of Supervisory Board

50 Auditor’s report

51 Annual accounts 2017

56 Principles for valuation and determining the result

67 Subsidiaries

C O N T E N T S

22

F I N A N C I A L H I G H L I G H T S

(x 1,000 euro)

2017 2016 2015 2014 2013

Combined turnover 5,048,860 3,208,375 2,686,499 2,545,519 1,812,313

Consolidated turnover 4,899,358 3,032,133 2,522,070 2,342,041 1,632,108

Gross profit 187,522 187,688 167,181 117,988 95,610

Profit before tax 200,155 194,213 163,744 120,209 98,027

Profit before tax / turnover 4.0% 6.1% 6.1% 4.7% 5.4%

Net profit 152,844 149,571 125,406 104,247 88,582

Net profit / turnover 3.0% 4.7% 4.7% 4.1% 4.9%

Depreciation of (in)tangible fixed assets 84,697 66,443 61,198 46,300 47,326

Cash flow 237,541 216,014 186,604 150,547 135,908

(Dis)investments on tangible fixed assets 178,146 112,993 124,259 114,459 82,456

Equity 1,222,615 1,125,774 1,017,179 924,894 854,350

Total assets 2,207,383 1,895,179 1,683,108 1,660,407 1,382,879

Equity / total assets 55.4% 59.4% 60.4% 55.7% 61.8%

Net profit / equity 12.5% 13.3% 12.3% 11.3% 10.4%

Employees as at 31 December 16,137 13,356 10,623 10,303 9,216

2 32

Strength through cooperation. That is the cornerstone of VDL Groep, the international industrial family

business headquartered in Eindhoven, the Netherlands. The company was founded in 1953 by Pieter van

der Leegte. Initially, VDL Groep specialised in metalworking. Later, when his son Wim van der Leegte had

taken over the business, the portfolio was expanded to include plastics processing, the development,

manufacture and sales of buses and coaches and high-tech subcontracting for the semi-conductor industry

and others. VDL also owns the Netherlands’ only passenger car assembly factory, which carries out

assembly line production of cars for third parties.

Today, VDL Groep is a major player in four divisions: Subcontracting and semi-finished products, Car

Assembly, Buses & Coaches and Finished Products, with production activities involving suspension systems,

automotive factory automation, heat exchangers and container handling systems. VDL Groep innovates

through a combination of craftsmanship, entrepreneurship and high-quality machinery and technology.

The group of companies combines the clout of a multinational with the flat organisation and open,

informal working atmosphere of a family business where priority is given to growth opportunities and

continuity.

After 50 years of entrepreneurship, Wim van der Leegte passed the reins of the family business to the

management team, which includes his three children Pieter, Jennifer and Willem. Willem van der Leegte

has succeeded his father as president and CEO of VDL Groep. VDL Groep operates with more than 16,000

employees in 20 countries. The group comprises 97 operating companies, each with its own speciality,

which work together intensively. The combined annual turnover in 2017 was 5.049 billion euro.

P R O F I L E O F V D L G R O E P

4

G R O U P S T R U C T U R E

Subcontracting

VD Leegte Metaal

VDL Gereedschapmakerij

VDL TIM Hapert

VDL VDS Technische Industrie

VDL Laktechniek

VDL Belgium

VDL Technics

VDL Kunststoffen

VDL HMI

VDL NSA Metaal

VDL Apparatenbouw

VDL MPC

VDL Parree

VDL Staalservice

VDL Lasindustrie

VDL RPI Metaal

VDL Rotech

VDL Systems

VDL Postma

VDL Industrial Modules

VDL Konings

VDL Wientjes Roden

VDL Wientjes Emmen

VDL Services

VDL Enabling Technologies Group

VDL ETG T&D

VDL ETG Eindhoven

VDL ETG Projects

VDL ETG Precision

VDL ETG Almelo

VDL ETG Singapore

VDL ETG Suzhou

VDL ETG Switzerland

VDL Network Supplies

VDL Fibertech Industries

VDL GL Precision (92%)

VDL Castings Heerlen

VDL Castings Weert

VDL Mast Solutions

Car Assembly

VDL Nedcar

Buses & Coaches

VDL Bus & Coach

VDL Bus Chassis

VDL Bus Modules

VDL Bus Heerenveen

VDL Bus Venlo

VDL Bus Roeselare

VDL Bus Valkenswaard

VDL Bus & Coach Nederland

VDL Bus & Coach France

VDL Bus & Coach Italia

VDL Bus & Coach Belgium

VDL Bus & Coach Polska

VDL Bus & Coach Deutschland

VDL Bus & Coach Suisse

VDL Bus & Coach Czech Republic

VDL Bus & Coach South Africa (70%)

VDL Bus & Coach Serbia

VDL Bus & Coach Danmark

VDL Bus & Coach España

VDL Bus Center Deutschland

VDL Busland

VDL Bus & Coach Service FRY-ZHN

VDL Bus & Coach Service Brabant

VDL Bus & Coach Service Limburg

VDL Parts

VDL Enabling Transport Solutions

V-Storage (50%)

VDL Groep

VDL Nederland VDL Holding Belgium

Finished Products

VDL Agrotech

VDL Industrial Products

VDL Steelweld

VDL Steelweld UK

VDL Steelweld Deutschland

VDL Steelweld Sweden

VDL Steelweld Suzhou

VDL Steelweld California

VDL Steelweld Michigan

VDL Steelweld South Carolina

VDL Pinnacle Engineering India (50%)

VDL Hapro

VDL Klima

VDL Klima Belgium

VDL Klima France

VDL KTI

VDL Delmas

VDL AEC Maritime (60%)

VDL Containersystemen

VDL Containersysteme

VDL Translift

VDL Weweler

VDL Weweler Parts

VDL Weweler-Colaert

Truck & Trailer Industry

VDL PMB-UVA

VDL USA

VDL Middle East

4 5

6

2017 was a challenging and eventful year for VDL Groep. The handover of the chairmanship went

smoothly. The year was above all characterised by the organisation of our growth. In commercial terms,

2017 was a good year for our 65 year-old family-owned business. Partly thanks to the cooperation

between the employees of our 97 companies, we have succeeded in achieving further improvement.

Our combined turnover rose from 3.208 billion in 2016 to 5.049 billion euro in 2017. This rise of no less

than 57 percent was achieved in all our four divisions. The fact we have once again succeeded in growing

across the board demonstrates that we are constantly moving forward on all fronts. The net result rose by

2 percent, from 150 million euro in 2016 to 153 million euro in 2017. Mainly due to a change in product

mix, the result failed to grow in line with turnover. VDL Groep enjoys a strong asset position and is a

financially healthy family business. Despite our massive growth, the balance sheet position remains

unabatedly strong, with solvency of more than 55.4 percent. Operational cash flow for 2017 amounted to

more than 262 million euro.

In light of the handover of the chairmanship and the expected growth in turnover, the decision was taken

in advance to avoid further acquisition. Nevertheless, the opportunity was taken to acquire three

companies; two foundries at VDL Castings and mast producer VDL Mast Solutions. Our foundries, with

more than one hundred years’ experience, are specialists in supplying complex cast parts for the

automotive and agricultural sectors, the construction and mining sector and mechanical engineering clients

worldwide. The takeover of VDL Mast Solutions makes VDL Groep the Netherlands’ largest manufacturer

of masts for a variety of functions and applications. We also entered into a joint venture with AEC

Maritime aimed at improving ship emissions, and VDL Bus & Coach expanded its sales network into Spain,

and at three locations in Scandinavia.

R E P O R T O F T H E B O A R D O F M A N A G E M E N T

CONSOLIDATED TURNOVER(in million euro)

NET PROFIT(in million euro)

2013 2014 2015 2016 2017

1,000

1,500

2,000

2,500

3,000

3,500

4,000

4,500

5,000

2013 2014 2015 2016 2017

80

90

100

115

120

130

140

150

160

CONSOLIDATED TURNOVER(in million euro)

NET PROFIT(in million euro)

2013 2014 2015 2016 2017

1,000

1,500

2,000

2,500

3,000

3,500

4,000

4,500

5,000

2013 2014 2015 2016 2017

80

90

100

115

120

130

140

150

160

6 7

The fact that changes have taken place in 2017 is therefore in no way a problem. The world itself is

constantly changing at an ever faster pace. That in turn calls for constant efforts on our part to remain

flexible and to maintain the capacity to constantly adapt. Increasingly, in addition to innovation and

improvement, speed will be of key importance.

The number of employees rose from 13,356 at year end 2016 to 16,137 at year end 2017. Much of this

rise is explained by growth at our businesses supplying the automotive and high-tech sector. Attracting

and retaining talented employees and retaining our culture is certainly a challenge in a period of

considerable growth.

More than 85 percent of our employees work in the Netherlands. This is the highest percentage recorded

in the past few decades. No less than 91 percent of our employees work in the Netherlands and Belgium,

together. Remarkably, VDL Groep today employs representatives of 98 different nationalities.

TURNOVER

Combined turnover for 2017 amounted to 5.049 billion euro. Compared to the 3.208 billion euro in 2016,

this represents an increase of 57 percent. In absolute terms, internal deliveries fell.

2017 2016

euro million euro million

Combined turnover 5,049 3,208

Internal deliveries -150 -176

Consolidated turnover 4,899 3,032

The balance between international and domestic turnover in 2017 changed fractionally compared to 2016.

The vast majority of our turnover growth was achieved abroad. Last year, 83 percent of turnover was

generated outside the Netherlands compared to 78 percent in 2016.

2017 2016

euro million % euro million %

International 4,045 83 2,355 78

Domestic 854 17 677 22

4,899 3,032

8

We successfully further expanded our international commercial activities. In 2017, we supplied products

worldwide to 110 countries outside the Netherlands, compared to 105 countries one year earlier.

International turnover totalled 4,045 million euro. Divided among the various continents, the following

image emerges: Europe 3,686 million euro, Asia 238 million euro, America 103 million euro, Africa 14

million euro and Oceania 4 million euro. If turnover is broken down country by country, we see that

Germany was our largest market. The Netherlands, Singapore, Belgium and the United States complete

the top five.

DIVISIONS

If the combined turnover of VDL Groep is broken down according to the divisions, we see that growth in

turnover in 2017 was achieved by all four divisions Subcontracting, Car assembly, Buses & Coaches and

Finished Products. Car assembly enjoyed massive growth. Nonetheless, this fact has no consequences for

the independence of VDL Groep.

2017 2016

euro million % euro million %

Subcontracting 1,168 23 892 28

Car Assembly 2,841 56 1,368 43

Buses & Coaches 477 10 437 13

Finished products 563 11 511 16

5,049 3,208

TURNOVER PER COUNTRY(in million euro)

Germany 3,120

Netherlands 854

Singapore 149

Belgium 118

USA 95

United Kingdom 89

France 72

Sweden 52

Switzerland 39

Poland 35

Italy 26

Taiwan 25

Norway 23

Ireland 22

Czech Republic 17

China 16

Finland 14

Israel 13

Denmark 11

Spain 10

Others 99

8 9

SUBCONTRACTING

Turnover in the Subcontracting division rose by no less than 31 percent, from 892 million euro in 2016 to

1,168 million euro in 2017. This almost entirely autonomous growth was above all driven by companies

operating in the high-tech and automotive industry. The result for the Subcontracting division was positive.

In 2017, VDL Groep invested further in research and development, and further optimised its expertise as

a high-tech subcontractor. The outcome of this included more intensive cooperation with our clients,

with a continuation of the already initiated trend shifting from build to print to build to specification.

2017 2016

euro million % euro million %

Mechatronic systems 719 62 495 56

Metalworking 355 31 315 35

Platsics processing 85 6 73 8

Surface treatment 9 1 9 1

1,168 892

Prospects for 2018 are very positive. In the first quarter of 2018, turnover at the Subcontracting division

rose from 267 million euro (2017) to 313 million euro. The order book at the end of the first quarter of

2018 amounted to 414 million euro, compared to 335 million euro one year ago. VDL Groep expects the

Subcontracting division to grow further in 2018. In addition, the high-tech and automotive markets, both

important for this division, continue to achieve constant growth.

Mechatronic systems and system supply

Turnover in the mechatronic systems and system supply division rose strongly in 2017, from 495 to 719

million euro. This rise was not only caused by a general rise in demand but also growth in the number of

clients. As well as further strengthening and expanding our development skills, from build to print to

build to specification, based on independent elaborated solutions, once again in 2017, our businesses in

this sector continued to further expand our industrial presence and production equipment in the

Netherlands, Switzerland, the United States and Asia. As a result, we are able to keep pace with our

SUBCONTRACTING(turnover per sector)

Mechatronic systems 62%

Metalworking 31%

Plastics processing 6%

Surface treatment 1%

10

clients and take the next step in further differentiation and expansion of our subcontracting activities.

In the mechatronic systems and system supply sector, our businesses are increasingly working alongside

our clients as a group. For example, with mechatronic modules, each of the branches delivers its own

specific competences, making maximum use of the worldwide locations and as a consequence serving a

broad customer base. The integration of VDL ETG Research into VDL ETG Eindhoven and VDL ETG

Precision proved a real success. Since April 2018, VDL Groep has owned 92 percent of VDL GL Precision,

acquired in 2014.

Metalworking

Turnover in the metalworking sector rose by 13 percent to 355 million euro. The VDL companies active in

this sector achieved higher sales in the many branches of industry in which they maintain a presence.

Automotive remains an important sales market for our companies. In addition to rising demand, we are also

observing further consolidation among manufacturers who are operating ever more globally. As a result,

VDL Groep is increasingly facing the purchasing power of global players, who dominate in their segment.

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In 2017, our metalworking companies invested heavily in machines. We expect this line to continue into

2018. We are seeing automation and robotic solutions clearly gaining ground for heavier and repetitive

tasks. Also in metalworking, suppliers are increasingly and more often contributing ideas to customers, also

during the development phase of a product or product component. Work has become more project-based

than in the past. Flexibility and the ability to respond rapidly and adequately to demands from the market

are starting to pay off.

Plastics processing

The projected growth in turnover in the plastics processing sector in 2017 was realised. This sector

generated turnover of 85 million euro, compared to 73 million euro in 2016. Our plastics processing

businesses made investments in all areas, in machinery, technology and in new premises. For example, at

the start of 2017, VDL Fibertech Industries moved into new premises on Kempisch Bedrijvenpark in Hapert,

thereby fulfilling its plans for growth and taking a lead in the market for plastics applications. Sales of

plastic parts in the medical, defence, bus & coach, semi-conductor and aerospace industry are rising.

VDL Parree in Sevenum has started a new chapter in its history for the production of larger parts, thanks to

the introduction of a 35-tonne press.

In terms of sustainability, improvements were also achieved in 2017 which made it possible to substantially

reduce energy consumption. The new, recently handed over premises for VDL Kunststoffen in Nederweert

are the crowning glory, in that respect. The design principles for this building were sustainability and

reduction of energy consumption. Truly ground-breaking is the new generator that filters nitrogen from

the air, for gas injection processes. This has eradicated the need for the purchase and transport of liquid

nitrogen. Elsewhere at this location, investments were made in new injection moulding machines and

robotic systems, thereby expanding capacity.

The combined knowledge and skills of the various VDL plastics processing companies, together with a

state-of-the-art machine fleet, mean that we are able to meet the high-quality requirements imposed by

the automotive, medical, aerospace, defence and semi-conductor industries. The implementation of far-

reaching automation in the production processes has brought about a huge improvement in efficiency.

The order book for the total plastics processing sector is currently well-filled. Contracts have also been

signed with a number of new customers, laying the foundations for healthy growth in 2018.

Surface treatment

Turnover in the surface treatment sector in 2017 remained stable, at 9 million euro. In the past year,

VDL Laktechniek implemented a series of changes to its organisation. In particular the Planning and Quality

Service departments were expanded to satisfy the wishes and requirements of our customers. We are now

also focusing on new techniques in surface treatment, such as flow coating.

In 2018, VDL Laktechniek hopes to broaden its customer base, leading to a further rise in turnover. We will

continue to actively invest in new techniques and the automation of our production processes, to enable us

to continue to present ourselves as a partner in painting and assembly work. In addition to these activities,

the focus for this year will be on obtaining the ISO-14001 certificate.

12 13

CAR ASSEMBLY

In 2017, the Car Assembly division generated turnover of 2,841 million euro compared to 1,368 million

euro in 2016. This turnover was mainly achieved from the production of cars but also from the supply of

press work to third parties and engineering and installation work. The year closed with a positive result.

2017 2016

euro million % euro million %

Car Assembly 2,841 100 1,368 100

2,841 1,368

Throughout 2017, VDL Nedcar built three different MINI models for BMW Group: the MINI Hatch, MINI

Convertible and MINI Countryman. These models went into production successively in 2014, 2015 and

2016. The MINI Convertible and MINI Countryman are manufactured exclusively by VDL Nedcar. Since

March 2017, VDL Nedcar has also been manufacturing the hybrid version of the MINI Countryman, and in

August 2017 a start was made on production of the BMW X1. In 2017, VDL Nedcar delivered a total of

168,969 cars, compared to 87,609 in 2016

During the course of 2017, employee numbers rose considerably from 4,686 employees on 1 January to

6,546 employees on 31 December. This required an extensive recruitment and training programme.

To ensure the stability of our organisation, in addition to the use of temporary employees, the number of

employees with a permanent contract of employment at VDL Nedcar rose steadily to 3,159 at the end of

2017, compared to 2,207 at the end of 2016.

On 11 December 2017, Carel Bouckaert stepped down from his position as Managing Director, to be able

to focus more attention on the stabilisation of the operational processes and maximum utilisation of the

available production capacity. From that same date, Paul van Vuuren took on the role of Managing

Director. After years of new projects and solid growth, the organisation structure has been adapted to

allow an optimum response to the challenges currently facing the division, including consolidation and

further development of the organisation.

In addition to the existing certification for ISO/TS 16949, ISO 9001 and ISO 14001, in February 2017

VDL Nedcar was awarded a certificate for ISO 27001:2013, a standard for information security.

Following on from the considerable growth achieved over the past few years, the focus for 2018 will be

on the further stabilisation of the organisation and the consolidation of the work processes, together with

optimisation and utilisation of the available production capacity, so this would establish a solid foundation

for the further development of the company. VDL Nedcar will also underpin its involvement in the

operational running of the VDL Groep, and continue to emphasise the company slogan ‘Strength through

cooperation’.

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To make it possible to accept future orders, VDL Nedcar will need to be able to acquire more capacity and

opportunities for expansion, in good time, in terms of personnel (at all levels), space and the necessary

licences. In collaboration with the authorities and various other relevant parties, we are already taking

action to arrive at that position. With that in mind, strategic land positions have also been acquired.

In 2018, production volume is set to rise further compared to 2017. Starting in week 14, VDL Nedcar

introduced an eleventh shift. This means that now a day shift is also worked on Saturday. This step once

again led to a rise in staff numbers. The level of investment in 2018 will be slightly lower than in 2017 and

will be aimed mainly at strengthening operations.

Also for the longer term, prospects for production numbers and employment opportunities appear

favourable. As an independent car manufacturer, VDL Nedcar must maintain its flexible attitude to its

customers and must be able to respond to developments in the automotive sector. In the first quarter of

2018, VDL Nedcar generated turnover of 927 million euro compared to 614 million euro in the first

quarter of 2017.

BUSES & COACHES

Turnover at the Buses and Coaches division rose from 437 million in 2016 to 477 million euro in 2017.

Despite this rise in turnover, the financial result of the Buses and Coaches division was negative. VDL Bus &

Coach is currently investing heavily in the development of products and services. We are also investing to

expand the sales network in our core markets with the aim of facilitating our customers as far as possible,

in their immediate vicinity and in striving to fulfil the ambition of becoming a transition partner in the field

of infrastructure systems and solutions for Internet-connected transport.

Once again in 2017, VDL Bus & Coach was European market leader in the field of E-mobility. At present,

as a transition partner with buses, infrastructure and an aftersales organisation, we are supporting no less

than 10 commercial electric operations in the Netherlands and Germany.

In 2017, we further strengthened our strategy of establishing a direct presence in the majority of Western

Europe’s major bus and coach markets, with the opening of a branch in Spain. The market in Spain is

Europe’s fourth largest market for buses and coaches. By maintaining a local presence, we can strengthen

our position in Spain. We are also continuing to invest in our European core markets. At the end of 2017,

we signed a declaration of intent with our partner in Scandinavia for the acquisition in 2018 of three sales

and service offices in Scandinavia (Sweden, Finland and Norway). This gives us a physical presence closer to

our customers, an essential development in this rapidly changing market.

For 2018, the focus at VDL Bus & Coach will be on maintaining our status as a reliable transition partner

by providing tailor-made solutions that deliver added value for liveable cities and contribute to more

comfortable travel in a sustainable world.

16

2017 2016

euro million % euro million %

Coaches 186 39 169 39

Public transport buses 155 32 151 35

Parts & services 79 16 63 14

Second-hand buses 28 6 35 8

Mini & midi buses 17 4 13 3

Chassis & chassis modules 12 3 6 1

477 437

Coaches

In 2017, turnover in the coach sector rose from 169 million euro (2016) to 186 million euro. Since the

market in 2017 remained stable compared to 2016, these figures show that we were able to further

strengthen our position in the coach segment. This is reflected in the growth in our market share.

The product range of the VDL Futura coach was recently expanded with a short 10.6 metre-long model for

small group transport, and a 13.5 metre variant. This model is unique in the segment and is able to carry

up to a maximum of 63 passengers. Thanks to these new variants, the Futura range is now one of the

most extensive in the sector, and as such is capable of satisfying practically any market demand.

Sales of the Futura double decker are well ahead of the forecast figures. We are observing a clear trend in

the use of the Futura double decker by customers operating in the public transport segment. The recent

delivery of 18 VDL Futura double deckers for use in public transport in the Amsterdam region is a further

reflection of the growing interest in coaches, within this segment.

In 2018, we expect to be able to continue the stable growth in our coach segment.

BUSES & COACHES(turnover per sector)

Coaches 39%

Public transport buses 32%

Parts & services 16%

Second-hand buses 6%

Mini & midi buses 4%

Chassis & chassis modules 3%

18

Public transport buses

Turnover in the public transport buses sector rose from 151 million euro in 2016 to 155 million euro in

2017. The focus was mainly on E-mobility. One fantastic milestone was achieved by our customer Hermes

(Transdev) with the completion of 1,000,000 electric kilometres in just four months, with the 43 electric

VDL buses that were put into operation in Eindhoven in 2016.

With increased market share we are becoming full transition partners for our clients. Together with them

we develop the optimum infrastructure and timetable, as well as advising drivers on how to drive our

vehicles as fuel-efficiently as possible. We are also able to remotely track all electric buses, in order to

monitor the driving process. Governments and transport operators are increasingly recognising the

advantages of electrification in public bus transport, including zero emissions and reduced noise nuisance.

In response, VDL goes beyond simply delivering buses.

2017 was very much hallmarked by the supervision of and support for the large electric bus fleets in the

Netherlands and Germany. Several hundred fully electric buses are now in use, in daily operation. VDL

provides support for maintenance and repair of the vehicles, and is involved in maintenance of the

charging infrastructure and the supply of power to the buses. The role of VDL as a reliable transition

partner was further expanded, and is evidence of the success of the selected approach. To date, VDL has

implemented no less than 10 electric projects, in Europe.

Confidence in VDL is reflected by a series of follow-up orders placed in the Netherlands and Germany

among others by Transdev and Arriva. Other customers including Qbuzz and HTM have also placed new

orders for electric buses. Our customer in Belgium, De Lijn, demonstrated its confidence in VDL by placing

a large follow-up order for a further 12 hybrid vehicles, in 2017.

For 2018, we expect further expansion in the public transport bus sector. Early April 2018 saw the start of

Europe’s largest E-project, with 100 articulated VDL buses in the Schiphol/Amsterdam region. The number

of tenders in VDL’s focus countries for 2018 and 2019 is continuing to rise, with clear opportunities to

expand the number of electric VDL Citeas, in particular in Western and Northern Europe, also with

opportunities for the further developed VDL Citea LLE. The VDL Citea LLE, in its diesel variant, is being

continuously improved in terms of TCO (Total Cost of Ownership). VDL was for example the first player on

the market to supply a start-stop system that considerably reduces fuel costs.

Parts & services

To further increase turnover, considerable investments were made last year in expanding the sales

department at the various VDL Bus & Coach companies across Europe. Sales of spare parts resulted in less

growth than expected, last year. VDL Parts now supplies parts to a large number of customers with large

bus fleets in both the public and private sector. In terms of parts and services, the bus market continues to

be in a state of considerable flux, with huge pressure in particular on the prices of spare parts and repair

and maintenance conditions.

18 19

In 2017, the focus at VDL Busland and the VDL Bus & Coach Services branches was placed on further

structuring and optimising the workspaces, in particular in respect of E-mobility. The demand for electric

vehicles is rising steadily, with a clear transition from delivery and maintenance of the bus through to

full system responsibility. Over the past year, employee numbers rose, and further attention was given

to training, to satisfy this growing demand. The central focus was on optimising both the process and

the product.

Prospects for 2018 are positive. We will continue to invest in strengthening our aftersales activities.

Second-hand buses

Turnover in the second-hand buses sector fell from 35 million euro (2016) to 28 million euro in 2017.

The market is expected to stabilise, and remain unchanged in 2018. In 2017, the large numbers of

second-hand demo public transport buses deployed in various countries, received very positive feedback.

This move is expected to boost the volume of sales of second-hand public transport buses. We also expect

to achieve growth in the sale of second-hand coaches.

Second-hand buses are an integral element of the sale of new buses. In order to achieve our growth

ambitions, in 2018, VDL Bus & Coach intends to further integrate second-hand bus activities in the

commercial organisation, while at the same time investing in expansion of the sales team for second-hand

buses, in Europe.

Mini & midi buses

Turnover in the mini & midibuses sector (including police vehicles and damage repair) rose from 13 million

euro to 17 million euro. The special vehicles division achieved solid growth, during the course of the year.

The first 80 crowd and riot control buses were delivered to the Dutch National Police. Thanks to new

projects, the special vehicles division is expected to achieve continued growth in 2018.

Alongside the special vehicles market, we have maintained our traditionally strong position for high-

quality, customer-specific mini- and midibuses in the public transport and luxury travel segment.

Developments in the field of electric transport will be continued. In 2017, we introduced the VDL MidCity

Electric, and the first major order for 83 vehicles was placed by Connexxion for the Noord-Holland Noord

concession. We continue to expect to achieve higher turnover in special (electrically powered) vehicles

and projects.

To expand our market share, there will be further investments in the sales network and the development

of new innovations. The order book for the entire mini & midibuses sector is well filled and we expect

further growth in turnover, for 2018. To facilitate that growth, the location is due to be expanded.

Chassis & chassis modules

External turnover for chassis and module builder VDL Bus Chassis doubled to 12 million euro in 2017,

compared to the 6 million in 2016. This doubling was mainly due to the increase in deliveries of complex

chassis modules to external bus and coach builders. Sales generated by deliveries to sister companies

within the Bus & Coach division for the construction of complete vehicles fell slightly in 2017.

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20 21

Activities at VDL Bus Chassis in 2017 were hallmarked mainly by the transition from diesel-powered

vehicles to electric drivelines, a market that is not restricted only to own branding, but that also includes

the option for contract manufacturing. Alongside buses and coaches, activities are focused on other heavy-

duty transport systems including city distribution and defence. These developments have taken place in

close collaboration with other VDL companies. This approach has resulted in a massive rise in the number

of electric vehicles developed and produced at VDL Bus & Coach. Within our development projects, weight

reduction, reduced maintenance frequency, reduction of diesel consumption and improved energy

management are central points of focus, all aimed at further lowering the costs per kilometre. The

expertise accumulated by VDL Bus Chassis in simulation, light-weight construction, driveline integration,

production and assembly will help generate new market opportunities for the coming years. In 2018, this

expertise generated within the centrally programmed development projects will be deployed across a

broader front.

In 2018, the emphasis will continue to be placed on the transition to electric operation with the

expectation of new market opportunities. The strategy and vision of achieving continuous improvement,

focusing on lean manufacturing based on process audits and optimisation programmes will be continued

in 2018. With that in mind, significant training investments were made in 2017. Prospects for 2018 are in

line with 2017.

Electrical mobility

VDL Groep has announced the ambition to become a world player in the electrification of so-called heavy-

duty mobility. VDL also aims to take up a leading position in the field of battery management systems,

charging infrastructure and energy storage. Over the past year, VDL Bus & Coach once again represented

VDL as a reliable transition partner for electric public transport. As a result, once again in 2017, VDL Bus &

Coach was Western European market leader in the field of E-mobility.

VDL Enabling Transport Solutions (ETS) is responsible for defining the form of E-mobility within VDL Groep.

Innovation is the central point of focus at VDL ETS, based on research, development and testing of new

possibilities, mainly for the bus and coach companies. Innovation at VDL ETS is achieved through prototype

building and testing, and the development of software. We also collaborate closely with knowledge

institutes, universities and universities of applied sciences on concept studies in the fields of infrastructure

and smart mobility. In 2018, the new office and workshop building will be opened in Valkenswaard. The

activities of the company are constantly being further expanded, based on the opportunities offered by

E-mobility to the companies of VDL Groep.

22

FINISHED PRODUCTS

Turnover in the Finished products division in 2017 rose by 10 percent, and amounted to 563 million euro,

compared to 511 million euro in the previous year. We are seeing a clear recovery in the economy.

The division achieved a positive result. A good year is expected for the companies in this division.

2017 2016

euro million % euro million %

Production automation systems 178 32 126 25

Suspension systems 152 27 138 27

Heat exchangers 100 18 113 22

Container handling equipment 47 8 42 8

Systems for the agricultural sector 30 5 30 6

Sunbeds and car roof boxes 26 5 24 5

Cigar-making and packaging machines 18 3 26 5

Systems for the industrial sector 12 2 12 2

563 511

Production automation systems

Despite difficult market conditions, VDL Steelweld achieved further growth in 2017. Turnover rose in 2017

from 126 million euro to 178 million euro.

A number of new orders were received from our customers Jaguar Land Rover, Ford, BMW Group, Volvo

and Voestalpine. These orders were completed on three continents. In addition to traditional body

building, VDL Steelweld is also involved in automation projects for electric cars. Once again in 2017,

dozens of new jobs were created in Breda and other VDL Steelweld branches.

FINISHED PRODUCTS(turnover per sector)

Production automation systems 32%

Suspension systems 27%

Heat exchangers 18%

Container handling equipment 8%

Systems for the agricultural sector 5%

Sunbeds and car roof boxes 5%

Cigar-making and packaging machines 3%

Systems for the industrial sector 2%

22 23

24

Activities in the United States now represent a considerable contribution to turnover at VDL Steelweld,

making the company a true global player.

A new ERP system was introduced at VDL Steelweld in 2017, which will form the backbone for the more

efficient management of worldwide business processes. The automotive industry is still facing surplus

capacity, and as a result considerable price pressure. Nonetheless, the order book for the production

automation systems sector is well filled, and is expected to improve further during the first six months

of 2018.

New offices will be opened in Slovakia in 2018, thus further improving our market position in Europe.

Elsewhere, we continue to focus on growth in America and China.

Good results were also achieved outside the automotive industry. Together with VDL Containersystemen,

we are further expanding activities in the field of automated guided vehicles (AGVs). In the past we

delivered around 100 AGVs to ports in Rotterdam, Singapore and elsewhere. In 2017, we successfully

delivered and tested a prototype electric AGV to the chemical conglomerate BASF in Ludwigshafen

(Germany). The first series of seven fully autonomous electrically powered vehicles, including infrastructure,

are set to be delivered in 2018. These electric vehicles will complete their route safely, entirely unmanned,

while interacting with other traffic. This innovation is a perfect example of the strategy of VDL Groep in

the field of heavy-duty E-mobility.

The Special Products department is working closely with other VDL companies to develop and produce a

variety of products and systems, for various customers, including the Dutch Ministry of Defence.

Suspension systems

Total turnover in this sector rose from 138 million euro in 2016 to 152 million euro in 2017.

Suspension systems manufacturer for trailers, trucks and buses, VDL Weweler, successfully expanded its

market share in Europe and the rest of the world. Above all in Europe, sales exceeded expectations. Sales

numbers have exceeded those achieved prior to the crisis in 2009, and are higher than ever. The effects of

export restrictions to Russia have lessened considerably, resulting in growth in sales on the Eastern

European market as a whole. In China, for the third year in succession, sales of suspension systems from

VDL Weweler have doubled. The Chinese market is taking on substantial proportions, and changes to the

law mean that we can expect explosive continued growth in the share of air suspensions over the coming

years. During the course of 2018, we expect VDL Weweler Taishan to start operating as an independent

business, with its own stock-holding capacity.

Total production capacity at VDL Weweler will be more than twenty percent higher than at the old location

in Apeldoorn, once the last machines have been transferred to the new location in the spring of 2018.

Because sales exceeded expectations in 2017, the old factory is still in operation.

24 25

The Belgian-based VDL Weweler-Colaert is European market leader for the production and distribution of

parts for parabolic spring systems and high-end parts for chassis for trucks, trailers and buses. Thanks to

the focus on quality and service, turnover rose in 2017. This growth was above all achieved on the Eastern

European markets, where demand for replacement parts for trucks has once again risen. We expect slight

growth in turnover in the replacement market, in 2018. 2018 will also see implementation of an important

automation project, which will have a favourable influence both on production output and the quality of

our products.

In 2017 the sales organisation VDL Weweler Parts successfully extended the rise in sales figures achieved

over the past few years. Turnover rose by more than ten percent compared to 2016. This growth was

achieved in both the aftermarket and among the (small) trailer builders supplied by VDL Weweler Parts.

To further improve national coverage in the Netherlands, new offices were opened in Haarlem, in

September. This brings the total number of sales offices to six. Further growth is once again expected

in 2018.

Despite the growing competition in Norway, Truck & Trailer Industry (TTI) has succeeded in achieving

continued growth. TTI remains the largest aftermarket company in Norway, for the bus and coach, truck

and trailer sectors. The TTI webshop is also generating more and more turnover. Cooperation between

Truck & Trailer Industry and other VDL companies is excellent, thereby expanding TTI’s market share, and

intensifying contact with end users. In 2017, a new sales office was opened to the north of Oslo.

TTI Haugesund was opened at the end of February 2018, TTI Trondheim was expanded in March and TTI

Stavanger is due to move to a new warehouse, in April. TTI now operates eight sales offices in Norway,

and further growth is predicted, in 2018.

The order book for the total suspension systems sector is well filled.

Heat exchangers

2017 developed as expected. Due to poor market conditions on the oil and gas market, investment levels

fell. Many projects have been cancelled or postponed for the long term. These developments have had

considerable consequences on the oil and gas related shipping sectors.

Due to these setbacks, the heat exchangers sector saw turnover fall in 2017, from 113 million euro in

2016 to 100 million euro in 2017. Continued low oil prices and disappointing order intakes have forced

our companies in this segment to broaden their search for new customers and new product market

combinations. Thanks to years of investments in development and cooperation with other VDL companies,

VDL Klima France, for example, delivered the first 44 cooling systems for large generators for wind

turbines, in 2017. This order made up for the slump in the electromechanical market.

For VDL KTI in Mol and Arendonk, the first three quarters of 2017 were very successful. The fourth quarter

was marked by completion work for the construction of high-voltage masts. Partly as a result of the lack of

orders from the oil and gas sector, VDL KTI started 2018 with a poorly filled order book. This situation can

26

26 27

be attributed to the relatively low oil price, and the resultant postponement of new projects and large-

scale periodic maintenance by our customers. Orders for scrubbers failed to reach the expected numbers

because legislation relating to the soot filters for ships will not officially become effective until 2020. As a

result, many shipping companies have postponed making the necessary investments. Turnover at VDL KTI

in 2017 fell by more than 30 percent compared to the turnover level achieved in 2016.

VDL KTI expects positive recovery on the market for the petrochemical, oil and gas industry and the market

for scrubbers, in 2018. The number of orders has risen sharply since January. This applies in particular to

the petrochemical sector and for the construction and installation of scrubbers. Substantive applications for

new projects are expected, from the oil and gas market.

With the construction of a new office building and production halls, VDL Delmas in Berlin has invested in

optimising its production situation. The official opening took place in September, six months after the new

building was actually commissioned. Bringing all our employees together at a single location has boosted

overall cooperation.

Expectations for the heat exchanger sector for 2018 are cautiously positive. The first six months of 2018

will still be relatively poor, due to the fact that development work first has to be carried out before

production can be started. As a result, total turnover for 2018 will remain around 20 percent behind the

level achieved in 2017. Expectations suggest a solid volume of work in particular from the third quarter

onwards. To maintain our competitive position, we will continue to invest in innovative production

techniques and methods for installations and systems.

Container handling equipment

Turnover in the container handling equipment sector rose from 42 million euro in 2016 to 47 million euro

in 2017.

VDL Containersystemen enjoyed a good year in 2017. Turnover rose by more than 15 percent; our systems

were delivered to 25 countries. To keep up with market demand, we expanded production space by 20

percent. VDL Containersystemen expanded the diversity of its product range. In collaboration with VDL

Steelweld for example, further development was carried out on an automated guided vehicle capable of

operating unmanned, in a semi-public environment .The production lines (for hook lift, skip load and cable

and chain lift systems and spreaders and AGVs) were further optimised and constructed in such a way that

all of these products can now be built faster and better, from a technical viewpoint. This improvement is

backed up by our access to robots for very heavy welded constructions. In collaboration with the

Municipality of Waalre, we have also developed a waste bicycle.

VDL Translift can once again look back on a year of further improvement and growth. The innovative

character of the waste collection and logistic systems offered customers added value in terms of efficiency

and emission reduction, the importance of which is recognised not only on the Dutch market but also

increasingly abroad. At the same time, VDL Translift continues to develop its systems, and through

collaboration with other VDL companies is working to develop a fully electric waste collection vehicle.

28

Further growth is expected in sales numbers for new systems, in 2018. The same applies to parts, repair,

maintenance and full service contracts.

The total order book for the container handling equipment sector is well filled and we expect further

growth in turnover in 2018. The upturn in the transport sector is another indicator for turnover growth.

The assembly industry, in which our companies in this sector are active, normally follows developments in

the transport sector.

Systems for the agricultural sector

VDL Agrotech has enjoyed a favourable year. Despite the downturn on the market in various parts of the

world as a result of avian flu, the consequences of the fipronil crisis and economic and political unrest,

turnover in 2017 almost matched that achieved in 2016. Turnover is spread across various continents, with

Europe and Asia demonstrating growth, in 2017. The Middle East and Africa continued to lag slightly, due

to political and economic instability in the region, and outbreaks of avian ‘flu.

Prospects for 2018 are positive, despite the fact that the strong euro means that exports outside the

European Union are difficult. Activities in drying technology, a field in which VDL delivers ground-breaking

solutions, are expected to demonstrate further growth in 2018. This is the result of stricter regulations on

the processing of manure, in various countries. A number of new developments will be introduced during

international trade fairs. This is expected to deliver a boost for turnover on all continents where VDL

Agrotech is active.

Sunbeds and car roof boxes

Turnover at VDL Hapro rose in 2017 to 26 million euro. This growth was above all due to increased sales

of car roof boxes and professional sunbeds. A further rise in turnover is predicted in 2018. In 2017,

VDL Hapro introduced the Vegaz, a new model of sunbed for the upper market segment. This product

has received considerable customer acclaim thanks to a new innovation that means that the lamps can

be controlled individually. As a result, UV radiation can be perfectly dosed, ensuring even browning over

the entire body. This new product line is also equipped with UV LED lamps, which consume less power

than traditional halogen and fluorescent lamps, as well as offering a longer useful life. In addition to the

expected rise in sunbed sales, VDL Hapro also expects to see continued growth in sales of car roof boxes.

Cigar-making and packaging machines

In 2017, VDL PMB-UVA concentrated on the further industrialisation of innovated products, the

foundations for which were laid in 2016. These innovations relate both to the cigar-making and packaging

segment. Turnover in the packaging segment fell compared to 2016, mainly due to a fall in turnover in

North America. Turnover is however expected to recover in 2018 thanks to additional focus and new

management at the American sales office of UVA Packaging. The resealing of bags for improved ease of

use and longer shelf life for the packaged product were the reasons behind further development and

industrialisation of our packaging machines, in 2017. A patented solution for the production of bags with

corner seams, and a resealable pouring spout, were successfully launched on the market and will be

further rolled out, in 2018.

28 29

30

Turnover in the cigar-making segment was maintained, due to the range of products offered by PMB

Tobacco. This consists of wrapping machines that deliver unmatched speed and output, in the cigar-

making market. In addition to sales of these high-speed wrapping machines, overhaul work on old cigar-

making machines made a positive contribution to turnover. In 2018, these high-speed solutions will be

more broadly marketed. There will also be a response to the growing demand for low and high-speed

machines for the production of cigars with a natural wrapping.

In 2017, VDL PMB-UVA was unable to match the good financial results achieved in 2017, but nonetheless

invested heavily in new developments for machines that will be launched on the market in 2018. The

developments in both segments represent a sound basis for further growth. VDL PMB-UVA therefore looks

to 2018 with confidence.

Systems for the industrial sector

For VDL Industrial Products, 2017 was a good year, with total turnover (12 million euro) comparable to

the sales level achieved in the record-breaking year 2016. In the field of bulk handling technology, the

extraction and filtration of dust and vapours, a series of customer-specific solutions were delivered.

Increasingly, VDL Industrial Products is recognised as a total solution supplier for installers and OEM

manufacturers, based around the key spearheads of sound advice and a full range of high-quality

products. Logistics continues to play an important role in response to the growing demand from

customers for short delivery times.

In terms of research & development, a number of new variants were introduced in the product group

rotary valves, some of them for the standard product range, but increasingly also as customer-specific

solutions. VDL Industrial Products also came up with new solutions for fire protection, in collaboration

with manufacturers of heat source and spark detection, aimed at preventing fire and dust explosions in

installations. Systems for security cameras represent a new field of operations in which VDL has made

clear advances.

30 31

NEW COMPANIES AND ACTIVITIES

The takeover of the Limburg-based iron foundry Componenta with facilities in Weert and Heerlen was

officially completed at the start of 2017. The takeover was officially signed on 21 December 2016. The

iron foundries will continue to operate under the name VDL Castings Heerlen and VDL Castings Weert.

The estimated 180 employees manufacture cast parts which are used in trucks, earthmoving and

roadbuilding machinery. Our foundries specialise in supplying complex cast parts for the automotive

industry, the agricultural sector, construction and mining, aswell as mechanical engineering companies,

worldwide. We see clear opportunities for collaborative ventures with other VDL companies that process

cast parts.

The company Kaal Masten, based in Oss, the largest mast factory in the Netherlands, was taken over from

A. Hak by VDL Groep, in July 2017. Kaal Masten will continue to operate under the name VDL Mast

Solutions. The company is a total system supplier responsible for the design, development, manufacture

and maintenance of high-quality masts for a variety of functions and applications. The product portfolio is

broad, from light masts and tensioning masts for catenary lines through to transmitter masts, camera

masts and masts for motorway advertising and other advertising columns. This company takeover

represents an attractive addition to the portfolio of VDL Groep in general, and our sales cluster VDL Infra

Technologies in particular. The combination of activities offers opportunities for synergy advantages, for

example in respect of signposting, high-voltage masts and charging masts for the charging infrastructure

for E-mobility. VDL Mast Solutions employs around 120 people.

At the start of September, a new sales office for VDL Weweler Parts was opened in Haarlem. VDL Weweler

Parts supplies truck and trailer parts for the replacement market, in the Netherlands. The company now

operates six points of sale in Apeldoorn (central warehouse), Best, Hoogezand, Kapelle, Moordrecht and

Haarlem. Cooperation with VDL Parts will be strengthened further.

On 1 September 2017, VDL Groep and AEC Maritime established the company VDL AEC Maritime.

Within this joint venture, VDL aims to reduce ship emissions, through the production of scrubbers.

These scrubbers are used to filter out sulphur particles from exhaust gases from ships’ engines.

The production of these systems is not new to VDL. VDL KTI in Mol (Belgium) has been supplying

scrubbers to AEC Maritime, since 2013. The technology in these systems makes use of seawater to store

and clean the environmentally harmful particles, on board the ships. The scrubber is installed in the ship’s

funnel. The exhaust gases from the engine enter the scrubber via the underside before eventually escaping

at the top, as clean, white smoke. Water droplets in the scrubber absorb sulphur, soot, ash and oil

particles, and the contaminated water is subsequently cleaned in the system, installed on board the ship.

The company is based in Eindhoven. VDL AEC Maritime made a flying start in 2018. Several dozen

scrubbers have already been ordered, and new orders are in the pipeline.

In October 2017, during the international bus and coach trade fair Busworld in Courtrai, VDL Bus & Coach

announced the expansion of its sales network, with the opening of new offices in Madrid, Spain. This

move is part of the strategy selected by VDL for establishing a direct presence for its Buses and Coaches

division in the majority of major Western European bus and coach markets. Spain is Europe’s fourth largest

market for buses and the second largest for coaches. The offices of VDL Bus & Coach España were

officially opened in January 2018.

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32 33

In Scandinavia too, VDL Bus & Coach has strengthened its position. In October 2017, VDL Bus & Coach

reached agreement on the acquisition from the Swedish company Björks & Byberg of that company’s

shares in VDL Bus & Coach Nordic. The Buses and Coaches division of VDL Groep had for years maintained

a minority interest in the sales organisation for buses and coaches in Scandinavia. VDL has now

retroactively acquired the majority interest from Björks & Byberg, as of 1 January 2018, and is now 100

percent owner of the sales offices of VDL Bus & Coach Sweden, VDL Bus & Coach Norway and VDL Bus &

Coach Finland. The offices of VDL Bus & Coach Nordic employ a total of around sixty people.

INVESTMENTS

In 2017, VDL Groep invested 175 million euro in business premises, machinery and other equipment.

A series of folding machines, 5-shaft lathes, milling machines, assembly lines, automated warehousing

systems, rolling stock for logistic processes (including forklift trucks, loaders and automated guided

vehicles), robots, injection moulding, pipe bending and vacuum forming machines (tube) lasers, new salt

baths and accessories, rollers and presses were purchased. Investments were also made in measuring

equipment and software. In total, at year end 2017, VDL Groep owned approximately 1,355,000 m² of

commercial space.

Groundwork for the expansion of the head offices of VDL Groep in Eindhoven was started in early 2017.

Underground parking will also be provided, with space for 145 cars. The topping-out ceremony for the

new building was held on 2 February 2018, with the laying of the first brick, by Wim van der Leegte. The

move into the new offices will take place in mid-2018. Renovation of the existing tower will then be

started, and afterwards, the two towers will be linked together to form a single unit. In total, the floor

area of the head office will be almost 2.5 times larger, totalling approximately 15,000 m². The head office

is being built according to a GPR environmental certificate, focusing attention on the lowest possible

energy consumption, environmentally aware material choices, sufficient ventilation, noise restriction and

smart use of daylight. The use of solar panels and heat pumps will help to ensure the energy-neutral

heating of the building. The entire project is expected to be completed during the first quarter of 2019.

A start was made on the construction of new premises for VDL Kunststoffen in Nederweert, in early 2017.

These premises were handed over at the end of the first quarter of 2018. The new building consists of

15,000 m² of production space and 2,000 m² of office space, including canteen and washing facilities.

This building was also built subject to GPR certification. This means for example that residual heat from the

factory is used to heat the warehouses and offices.

The new production halls at VDL ETG Eindhoven, with a surface area of 14,000 m², including cleanroom

and warehouse, were handed over in April 2018. The linking structure occupying 1,900 m², housing office

space, washrooms and changing rooms, was completed in August 2017. The renovation and expansion of

the existing premises at VDL ETG Almelo were completed in November 2017. The expansion consists of

8,600 m² of production halls, of which 4,400 m² for warehousing. A 4,200 m² cleanroom will be added at

a later stage.

34

At VDL Nedcar in Born, a series of alterations were carried out for the production of the BMW X1, which

was started in August 2017. These alterations included the construction of a new 29,000 m² logistic hall,

the completion of a new storage location for trailers offering almost 30,000 m² of space, and the

expansion of various other storage halls. The pick buffer was also expanded to ensure that cars enter the

final assembly hall, in the correct order. A new 1,400 m² hall was also built for unloading pressed parts to

the press hall. Investments were also made in a complete new painting line. At the start of 2017, 61,340

m² of land were purchased, located alongside the A2 motorway and adjacent to the front of the VDL

Nedcar site, for future expansion. Part of this land has already been used to increase the number of

parking spaces for employees.

In July 2017, a start was made on renovating Wolfrath castle in Born, which is located alongside the VDL

Nedcar facility. Two conference rooms will be created in the old castle galleries. The castle will also provide

five accommodation units for guests, a breakfast canteen and caretaker’s accommodation. In the

gatehouse building, the old barn will be converted into a reception area, and 17 guest accommodation

units will be built in the former tied cottages. Following renovation, the building will be used for meetings

and as accommodation for foreign guests. The project is expected to be completed in the summer of 2018.

A series of other projects were undertaken in 2017. In January 2017, a start was made on the expansion

of the premises of VDL ETG Projects on the Hurksestraat in Eindhoven. 500 m² have been added for a new

warehouse and a special climate-controlled room for ultra-precision technology. The construction of a new

central warehouse with a surface area of 1,000 m² at VDL Bus Modules in Valkenswaard was completed in

July 2017. At VDL Steelweld in Breda, a 3,000 m² production hall for special projects was handed over in

September 2017.

In May 2017, a start was made at VDL Enabling Transport Solutions in Valkenswaard on the demolition of

an existing hall on the premises of VDL Bus Valkenswaard. This hall has been replaced by a new building

where nine bus lines have been established, for buses in the development and test phase. The 935 m² office

area offers space for 75 engineers. This new building work was completed at the end of February 2018.

Starting in September 2017, the existing production hall at VDL Bus Venlo was expanded by around 3.500

m². This new production hall offers space for the conversion of 24 (electric) mini & midibuses. These

projects are expected to be concluded in August 2018.

In addition to the construction activities, a series of other projects were launched in 2018. At VDL TIM

Hapert, a 1,000 m² canopy was built for the dispatch halls. The start of construction work for VDL Systems

in Uden is planned for the third quarter of 2018. This project will involve the renovation of offices and

expansion of the production hall. As part of our sustainability strategy, solar panels have been or will be

installed at various VDL companies including VDL Fibertech Industries, VDL ETG Eindhoven, VDL ETG

Almelo, VDL Bus Venlo, VDL Kunststoffen, VDL Enabling Transport Solutions and VDL Lasindustrie.

In 2018, we expect to invest 148 million euro in new buildings, machinery and the optimisation of

production processes and transport equipment.

34 35

EMPLOYEES

The number of employees at VDL Groep has risen from 13,356 at year end 2016 to 16,137 at year end

2017, a rise of 21 percent. This increase was mainly the result of growth at VDL Nedcar, but employee

numbers also rose at our other companies. In 2017, VDL Nedcar welcomed 1,860 new employees.

Within the other VDL companies, the number of employees rose by 921.

EMPLOYEES BY GEOGRAPHICAL AREA(as at 31 December 2017, including temporary employees)

Netherlands 13,754 (85%)

Belgium 910 (6%)

Other European countries 552 (3%)

Other countries worldwide 921 (6%)

Total number of employees 16,137

EMPLOYEES BY DIVISION(as at 31 December 2017, including temporary employees)

Subcontracting 5,479 (34%)

Car Assembly 6,546 (40%)

Buses & Coaches 2,177 (13%)

Finished Products 1,773 (12%)

Head office in the Netherlands and Belgium 162 (1%)

Total number of employees 16,137

EMPLOYEES(as of 31 December, including temporary employees)

2013 2014 2015 2016 2017

9,000

8,000

10,000

11,000

12,000

13,000

14,000

16,000

15,000

17,000

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The situation on the labour market means that VDL Groep has also been faced with a growing shortage of

trained craftsmen. Fortunately, as a family-owned business with short communication lines, limited

hierarchy and an open and informal culture, we are seen as an attractive employer. As a result, we have

been able to fill most vacancies relatively quickly. There were still hundreds of vacancies during the first

quarter of 2018, mainly as a result of the growth achieved across the board, within VDL Groep. For the

current list of vacancies at VDL Groep, surf to www.werkenbijvdl.nl.

We are employing every possible means to find and retain the right employees. Since March 2017,

VDL Groep has operated its own Recruitment department, which to date has filled 315 vacancies.

Fifty VDL companies are recognised as approved apprenticeship companies. 440 of our employees are

currently involved in a Working Learning Pathway training programme. We also recruit among lateral

entrants, offer internship placements, have established our own training programmes (For example level 2

injection moulding) and VDL Nedcar trains new employees in its own practical training school in Born.

We would like to express our huge appreciation for the dedication and involvement of our employees over

the past year. Partly thanks to their excellent cooperation, we once again achieved record-breaking

turnover levels in 2017.

Worker participation

In the Netherlands and Belgium, the employees at VDL Operating companies are represented by their own

Works Council or works committee. At group level there is a participation structure in the Netherlands that

is given form by the Joint Works Council (JWC).

The JWC includes representatives from 20 Dutch VDL companies. In 2017, the JWC met with a member of

the Board of Management five times, including an annual meeting with a representative of the Supervisory

Board. Consultations with the JWC members can be characterised as open and constructively critical,

resulting in constructive dialogue. Recurring themes during JWC meetings are the finances and market

trends per division and related sectors. The following additional topics were also discussed in 2017: the

Employment Expenses Scheme (WKR) and related discussions with the tax authorities, the updating of the

company regulations, information provision in the event of takeovers, the worker participation structure,

the VDL job framework, the whistle blowers’ scheme, the policy in respect of psychosocial workload (PSA)

and the PC and bicycle plan for 2017.

In Belgium, the Wet Peeters (Peeters Act) was approved, in 2017. This Act on workable and flexible

working practice introduced a number of new elements relevant to every employee (for example career-

long saving). The Act also extends and simplifies a number of issues, such as training obligations on the

employer and part-time working. All these elements are aimed at contributing to remaining in

employment, longer. A number of measures have already been introduced while others first require further

elaboration, via sector-wide, social consultation. The introduction of the Peeters Act brought about

reactions from the trade unions. At the end of 2017, a national trade union protest was held against the

government pension reforms. In addition, during the summer holiday period, the Federal Government

announced a series of measures to be introduced aimed at implementing ambitious reforms for creating

more jobs, and increased spending power. The outlines of this so-called ‘Summer Accord’ have now

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become clear, but there are no details as to actual implementation. Within the internal consultation bodies

at the Belgian VDL companies, these subjects were naturally discussed. Consultation on these issues was

constructive.

CORPORATE SOCIAL RESPONSIBILITY

VDL Groep views corporate social responsibility as an integral part of its overall business policy. As a family

business, VDL Groep has traditionally maintained strong ties with its living and working environment. For

us it is no more than logical that we intend to contribute to the sustainable development of our society.

We do this by identifying a sound balance between the interests of our employees, our living and working

environment and a healthy operating result.

Sustainable building and recycling

In respect of the environment, VDL Groep operates a sustainable policy. Implementing energy saving and

waste prevention plans and the recycling of raw materials are constant areas of attention. We build

company premises under our own management. Our focus for all new building and renovation projects is

on sustainable material use, lower energy consumption and reduced environmental burdens. This is

achieved for example through smart design and the use of much daylight in factories, the use of LED

lighting, the installation of solar panels, the use of geothermal heating and the use of residual heat from

production processes for heating premises.

Below are a number of examples from practice. At VDL Nedcar in Born, for example, in the painting lines,

paint particles are captured for reuse. In 2017, VDL Wientjes Emmen switched entirely to ‘green’ power,

thereby contributing to reducing CO2 emissions. The head office of VDL Groep in Eindhoven is currently

undergoing expansion and renovation subject to a GPR environmental certificate, taking account of the

lowest possible energy consumption and noise levels, environmentally conscious material choices, sufficient

ventilation and the smart use of daylight. The use of solar panels and heat pumps will help ensure the

energy-neutral heating of the entire building. The new premises of VDL Kunststoffen in Nederweert were

handed over at the end of the first quarter of 2018. Sustainability and lower energy consumption were the

design principles for the construction of this building. Residual heat from the production process, for

example is used to heat the premises. Via dry coolers on the roof, cold air from outside, stored in buffer

cellar tanks, is used for day-to-day cooling of the production process. At VDL Parree in Sevenum, the floors

are heated using cooling water from the machines. In addition, all raw materials are reused or given a

‘second life’, resulting in a no waste situation.

Sustainable living environment

Although our role as a supply company means that the contribution by VDL to a variety of products is

often concealed, we manufacture machines and products that deliver a real contribution to a better living

environment. This is for example achieved in the automotive industry (electric driving and battery

technology), healthcare (such as devices for cancer treatment), science (exploring the universe), material

use and waste reduction. We elaborate and adapt current designs to enhance and improve the make

ability of these machines and products. Through smart design and advanced production methods, we

provide added value to our customers and create employment opportunities.

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38 39

Some of the many sustainable products (jointly) developed and manufactured by VDL are parts for an

e-bike, a buggy produced from recycled plastic, a production line for producing sustainable building

materials from plant residue, a machine for converting waste into biogas, and the production of

sustainable Dopper drinking bottles. VDL Wientjes Emmen, the company responsible for producing this

sustainable drinking bottle, was awarded the cradle-to-cradle certificate for this product, in 2017.

VDL Kunststoffen has also invested in new injection moulding machines, based on an innovative N2

generator that filters and purifies nitrogen from outdoor air, which is then used for injecting gases. This

application eradicates the need to purchase and transport liquid nitrogen.

The activities of VDL AEC Maritime also contribute to the sustainability of our living environment. Reducing

the emission of sulphur particles (fine particulate matter) in the exhaust gases from ships reduces air

pollution, contributes to a cleaner environment and as a result has a positive impact on public health. VDL

AEC Maritime helps achieve this improvement by fitting scrubbers in the funnels of seagoing vessels. The

atomisation of water in the funnel helps reduce the sulphur content of the exhaust gases from the ship’s

engine to the level currently required by legislation.

Circular economy

In a circular economy, waste flows are interconnected in a sort of endless cycle, as is the case in nature

itself. A circular system is intended to ensure the reuse of as many products and materials as possible and

to limit the destruction of value as far as possible, rather than converting raw materials into products that

are destroyed at the end of their useful life.

In practice, a circular economy is for the most part enforced at VDL. It is inherent in our business processes,

as circularity can considerably reduce total lifecycle costs. At VDL, responsibility lies with the companies

themselves. Our company directors are responsible for their profit and loss account. As such they are

motivated to save on costs. The Board of Directors encourages the making of sustainable choices, at our

companies.

A circular economy offers opportunities for entrepreneurs. Extended supply chain cooperation, supply

chain integration and supply chain responsibility ensure a new approach to development, for example, a

development method that eradicates wastage from production processes. The opportunities offered by

circularity can be utilised by us all, if all parties - companies, government and consumers – strive to bring

about a circular economy. It should not be forgotten that businesses are increasingly governed by the

wishes of the consumer. Companies cannot expect to impose products and services on the consumer.

Companies are there to serve consumers, who are becoming increasingly aware of the issues of

sustainability and the circular economy. Close collaboration between all parties is an essential precondition

for the success of the circular economy. Cooperation is the energy that drives the circular economy. That

fact ties in seamlessly with the DNA of VDL Groep.

40

Health and safety

VDL Groep is a family business and people are central to our policy. After all, our employees are the very

core of our business. We attach huge importance to offering our employees a pleasant, safe and healthy

workplace, with opportunities for further development. Against that background, additional attention was

focused in 2017 on reducing physical burdens at work and the safe use of machines and hazardous

substances. Major steps were also taken in the implementation of the 5S method at a number of

companies. This method is based on order and tidiness in the factory. Employee wellbeing is a high priority

at VDL. We have our own disability case managers in the Netherlands who establish a plan for each

employee’s reintegration from day one.

Education and development

VDL Groep offers internship and graduation placements at all levels. We also operate in-house training

courses. In collaboration with teaching institutions, VDL has organised its own Working Learning Pathway

(BBL) programme, in which more than 25 percent of the programme is geared to the VDL company.

Examples include training programmes qualifying the participants as assembly workers, plastic operators,

toolmakers or welders. In a Working Learning Pathway programme, participants spend four days in a

production environment and attend school one day a week. VDL Groep includes 50 approved learning

companies, with between them 80 practical trainers.

We offer around 300 internship placements (from level 1 through to level 4) via the Learning Working

Pathway (BOL). We also offer part-time programmes at both mbo (senior secondary vocational) and hbo

(higher professional education) level, including the hbo part-time study programme Engineering

(Mechanical Engineering and Mechatronics), a two-year programme in collaboration with Fontys University

of Applied Sciences in Venlo. Fully internal training programmes or training programmes with a specific

signature have proven highly effective in matching supply and demand. VDL Groep also maintains close

ties with student associations and educational institutions in the form of guest lectures at schools,

internships for lecturers and counsellors, lunchtime lectures and open days.

Internal transfer

One of the spearheads aimed at maintaining the continuity and culture of the company is internal transfer.

In the event of vacancies, particularly among management positions, we always first look for suitable

candidates within our own organisation. For young, ambitious employees we have established the YVE

(Young VDL Employee) platform during which employees meet on several occasions a year, to exchange

knowledge and experiences in a stimulating, informal atmosphere.

Social responsibility

We demonstrate our social responsibility in the regions where we operate, in various ways, for example

through close cooperation with educational institutions and government, and by sponsoring a range of

local and national sporting, culture and social events. Examples include sponsoring of PSV, FC Eindhoven,

the Eindhoven Marathon, Indoor Brabant and The Noordbrabants Museum. To boost enthusiasm among

young people for the technical sector, we support a wide range of technology promotion activities,

including the Ontdekfabriek (Discovery Factory) in Eindhoven and the Dutch Technology Week. Elsewhere

40 41

we collaborate with the student teams FAST (bus using formic acid) and InMotion (electric racing car). We

also take part in the Vakkanjer professional skills competition and the Ir. Noordhof Prize. In 2017, Artur van

de Biggelaar of VDL Apparatenbouw was elected Best Junior Craftsman. Tino Glas of VDL GL Precision was

also nominated in the category Junior Craftsman, and Korkmaz Kahveci, also of VDL GL Precision, was

nominated for the Best Craftsman in the category Metal.

In 2017, VDL Foundation donated to various volunteer organisations active in the care and welfare sector.

A cheque for the amount of 40,000 euro was presented to Stichting Leergeld Eindhoven, to allow 300

children from low-income families to pay for swimming lessons and bicycles. VDL Foundation was

launched in 2014 with an amount of 250,000 euro, which over a period of three years was donated to a

range of charity causes. In 2016, the decision was taken to continue VDL Foundation. The foundation

continues to focus on social projects in the field of care and welfare.

INNOVATION

Overall policy at VDL Groep is focused on the continuous improvement and innovation of products and

production processes. With that in mind we are hard at work every day in employing and developing the

very latest technological capabilities with a view to strengthening our position in the competitive global

market. We recognise innovation as an essential element of our policy. Creativity, daring and craftsmanship

are the key elements.

In 2017, VDL Groep spent 101 million euro on research and development (R&D) and a total of 1,050

employees were involved in R&D-related activities. VDL Groep is one of the most innovative companies in

the Netherlands, according to the R&D Top 30 companies for 2017 published by the magazine Technisch

Weekblad. This makes VDL Groep one of the most innovative family-owned companies in the Netherlands.

The latest figures for 2017 will be announced soon by the Technisch Weekblad.

In addition to investing 101 million euro in research and development, we also invested 175 million euro

last year in business premises, machines and other equipment.

Product and process innovation

VDL Groep aims to focus on high innovation values, by specialising in tasks that others are unable to carry

out or in which they are less successful. In each industrial sector, we wish to acquire a unique position. We

must distinguish ourselves by delivering high-quality added value.

Increasingly, our Subcontracting companies are involved at an early stage in co-developing their products,

together with their clients. We can offer added value by employing our knowledge in the field of

materials, production, assembly and supply chain management. We are evolving from build to print and

build to specifications to the eventual goal ‘build to roadmap’ (including the addition of innovations). We

are increasingly facilitating our customers, as a one-stop shop supplier.

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42 43

In the Car Assembly division, our attention is constantly focused on product and process optimisation. Take

for example the optimisation of processes for assembling cars better and faster. 2017 was hallmarked by

the development of adaptations to the production line, so that the MINI Countryman Plug-in Hybrid

Vehicle and above all the BMW X1, as the fourth vehicle type, could be manufactured at VDL Nedcar.

Assembly cells were added to existing production lines, in which car components can be assembled.

Elsewhere the complexity of the logistic process in the factory has grown, since parts for the BMW X1 also

have to be stored and presorted in Born.

A key goal for VDL Groep is our wish to become the leading specialist in the field of electrification of

heavy-duty mobility (trucks, buses, AGVs). We have taken major steps towards further strengthening this

position. However, this not only applies to vehicles but also to battery management systems, charging

infrastructure, energy storage and energy supply. We are European market leaders in the electrification of

buses. This is a position we wish to further expand.

Within the Buses & Coaches division, we are also seeing a shift from product supplier to total service

supplier. We not only deliver buses but also tailor-made solutions that contribute to a more liveable

environment and more comfortable travel in a sustainable world. For Buses & Coaches, 2017 was focused

above all on the production of 100 electric buses for Connexxion, which in April 2018 were introduced to

the service timetable for the Amstelland-Meerlanden concession area. These buses emit no harmful

substances and make considerably less noise than regular buses. The 100 electric buses are regularly

recharged during service, to ensure sufficient operating range for deployment throughout the day. This is

the largest operational fleet of electric buses in Europe.

Within the Finished Products division, collaboration between VDL Containersystemen and VDL Steelweld

has resulted in the continued development of the Automated Guided Vehicle (AGV), which is capable of

unmanned operation in a dedicated environment, with other road users. The modular vehicle assembly

was adapted so that a certified level of safety can be achieved through the smart integration of computers,

cameras, sensors and scanners.

In 2017, we further expanded our position in the field of smart mobility. With new follow-up orders for

autonomous vehicles, we have been able to demonstrate that alongside E-mobility, this development

forms the basis for future mobility concepts that will have a huge impact on our lives. Connectivity and

services also tie in seamlessly with the ambitions of VDL Groep to become the leading smart mobility

specialist in the field of heavy-duty vehicles. The knowledge we have acquired was also used in the electric

truck we plan to present in 2018.

Our businesses in the Finished Products division are constantly striving to acquire a unique position in each

industrial sector, and to add to the market value of our customers, by developing and optimising products

and processes.

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Brainport Region Eindhoven

The head office of VDL Groep is based in Brainport Region Eindhoven. This top technology region is an

excellent home base for our company. In cooperation with education and knowledge institutions,

government, other companies and customers, we are able to realise high-tech products and processes that

are unique in the world. In 2016, Brainport Eindhoven was designated the country’s third main port by the

Dutch government. In 2017, steps were taken to cash in on this new status. At the start of 2018, the

Dutch government delivered its first financial contribution. VDL Groep also made a contribution. This first

contribution to the tune of 130 million euro, if backed up by funds from the region itself, should result in

multiannual structural investment by central government, in the region. This National Action Agenda is due

to be in place, by the summer of 2018.

STRATEGY

VDL Groep aims for controlled development, in which the control of the organisation and the maintenance

of the strong financial position are the main considerations. The policy of VDL Groep is aimed at

continuous improvement of its competitive position. An essential aspect of this is the analysis and control

of costs. VDL Groep also endeavours to maintain the highest level of quality within all its subsidiaries. The

investments are therefore geared towards the renewal, improvement and expansion of the product range

and the production facilities. In addition, a priority in our personnel policy is to ensure internal promotion

possibilities for employees.

VDL Groep strongly believes in the importance of continuous manufacturing in Western Europe, in a

competitive manner. Through our investments in solid professional skills, as well as in robotisation and

automation, we aim to continuously improve our competitive position in the international market. Our

activities abroad are aimed at strengthening our position here in Western Europe. As a result of our sales

branches in various countries and our extensive network of importers and agencies, we are able to sell our

products worldwide. The central focus is on business integrity, and no exceptions are made for orders from

countries representing a high risk in that respect. Despite the size of VDL Groep and the increasingly

international character of the company, VDL is and will remain a one hundred percent family business. This

offers numerous advantages, such as rapid decision making and a total focus on the long term.

Together with our customers, we are constantly broadening our scope and as a consequence are rising

ever further in the supply chain. Increasingly, customers are calling for more than simply the supply of a

product or technological solution. There is a growing demand for integrated delivery in respect of the

combination of software, electronics and mechanics. We are able to fulfil these demands, sometimes alone

and sometimes in cooperation with solid partners. We are increasingly involved in the co-development of

products, processes and techniques with and for our customers. The same applies for repair and

maintenance activities.

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MANAGEMENT AND SUPERVISION

VDL Groep is subject to the Act on Management and Supervision which regulates the structure of

management and supervision in public and private limited liability companies. We strive to establish

long-term relationships with employees, with a view to retaining our company culture. VDL Groep

considers the capacity of the individual, with the aim of placing the right person in the right place,

irrespective of gender, age, nationality or background.

Wherever possible, we attempt to take account of a balanced distribution between men and women

in the Supervisory Board and the Board of Management, based on our shared belief that diversity in

the broadest sense of the word is to the benefit of the organisation. More than ten percent of our

16,137 employees in 2017 were women. 16.7 percent of the Supervisory Board and Board of

Management are women.

We will of course continue to investigate the possibilities for placing more women in more positions in

the future, and attracting more women to a career in engineering. In 2018, in all our publications, we will

focus additional attention on this issue. To secure our company culture and the continuity of our business,

we will continue to give preference to selecting candidates for management positions, from our own staff.

We would like to add that, achieving the thirty percent target for women in management positions, is the

target proposed by the political establishment in the Netherlands, which represents a major challenge in

the technical sector.

During the course of 2017, there were two changes in the Board of Management at VDL Groep.

After eighteen years of service, on reaching retirement age, Jan Karssen was succeeded after the first

three months of 2017 by Paul van Vroonhoven. After a career of 42 years at VDL, Wim Maathuis retired

in October. Wim Maathuis has been a powerhouse at VDL Groep, who since 1975 has lived through all

the developments within our family business.

To secure growth within VDL Groep, over a period of around 12 months, 8 of the 12 members of the

Deputy Management Board were appointed. The aim of these appointments is to offer our companies the

attention they deserve. Our Deputy Management Board members will act as sparring partners for our

company directors, as well as representing our companies in the Board meetings.

PROSPECTS

Partly thanks to excellent internal cooperation, VDL Groep succeeded in improving its performance on

many fronts in 2017, compared to 2016. This is in line with the prospects announced last year. Broad,

stable foundations were laid on which we aim to build further, in 2018. Turnover in the first quarter is

promising, rising from 1,145 million euro in 2017 to 1,496 million euro in 2018. The order book

(excluding VDL Nedcar) also grew compared to the first quarter of 2017 from 825 million euro to 854

million euro in 2018. There is growth in all four divisions. The diverse nature of our activities ensures that

risks are well spread.

46

In economic terms we are sailing before the wind. 2018 looks to be another good year for VDL Groep.

This year will also be characterised by organising our growth, strengthening our organisation, sharpening

our focus and further commercial internationalisation. The expectation is that combined turnover will

amount to around 6 billion euro, a rise of 20 percent. All divisions will contribute to this growth.

We will continue to invest heavily in our employees, premises and machines. We expect to invest 148

million euro in 2018. In other words: full steam ahead, full of ambition. At the same time, we must remain

alert and ensure that we are ready for lean times.

In 2017, we initiated discussions with the three major Dutch banks with a view to organising further

financial capacity should it become necessary. These discussions have led to a new, long-term bank

covenant which in addition to our own solid equity position represents a sound financial basis. On the

basis of the current liquidity position, in combination with the expected operational cash flow in 2018,

there is no external financing requirement. For the risk policy in respect of financial instruments, consult

page 66.

We have every confidence in the dedication, knowledge, skills and flexibility of our workforce to make this

another successful year.

Strength through cooperation!

Eindhoven, Friday 16 April 2018

The Board of Management,

Willem van der Leegte (Chairman)

Pieter van der Leegte

Jennifer van der Leegte

Jan Mooren

Theo Toussaint

Paul van Vroonhoven

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48

We are delighted to present to the shareholders for adoption the annual report for 2017, drawn up under the authority of

the Board of Management. The annual accounts contained in the report were audited by Govers Accountants in Eindhoven

and an approved statement was issued. We subsequently approved the annual accounts.

We propose that the shareholders adopt the annual accounts and discharge the Board of Management and the Supervisory

Board for the policy implemented and the supervision maintained in the financial year 2017.

In 2017 the Supervisory Board convened five times in the presence of the Board of Management. Members of the Board

met regularly face to face with members of the Board of Management and the Chairman. The Supervisory Board convened

on one occasion in the absence of the Board of Management, with a view to discussing the performance of the

Supervisory Board itself, its individual members and the Board of Management. The normal annual consultation took place

with the external accountant, during which the opportunity was taken to discuss the summary of the audit findings, the

accountant’s report, the accounting system and the financial administrative organisation of the group.

Due to the expiry of his term of appointment, Theo van Deursen stepped down from his position as member of the

Supervisory Board, on 10 April 2017. The Supervisory Board has since that time consisted of four members. Wim van der

Leegte is currently acting as delegated Supervisory Board member, tasked with maintaining more regular contact with the

Board of Directors, and supervision of day-to-day affairs within the company. No special committees have been appointed

within the Supervisory Board.

During all meetings, the operational and financial state of affairs, compared to the budgets and other targets for all

individual companies and of the divisions to which those companies belong, were discussed in detail. The discussions

included the outline of strategic policy, the investment and acquisition policy, the development of the operating result, the

internal management and control system of the company, social policy, the organisation and development of human

resources and management development. During all meetings, intensive discussions were also held with the Board of

Management concerning the further expansion of VDL Nedcar and the relationship with BMW Group. Developments

within the Buses & Coaches division were also regularly discussed.

Once again in 2017, VDL Groep achieved an excellent result. Turnover, profit and employee numbers continued to rise.

Further explanatory notes are provided to the development of turnover and result in the report from the Board of

Management.

We would like to express our particular appreciation to the Board of Management, the Joint Works Council and all

employees for the achieved result and the dedication demonstrated in 2017.

Eindhoven, 16 April 2018

The Supervisory Board,

Louis Deterink (Chairman)

Arie Kraaijeveld

Wim van der Leegte

Lau Pas

R E P O R T O F T H E S U P E R V I S O R Y B O A R D

48 49

AUDITOR’S REPORT

Statement by independent accountant

To: the Shareholders and Management of VDL Groep B.V.

Our opinion

The abbreviated annual accounts 2017 (hereinafter ‘the abbreviated annual accounts’) of VDL Groep B.V.,

Eindhoven, are derived from the audited annual accounts 2017 of VDL Groep B.V.

In our opinion, the abbreviated annual accounts, in all materially-relevant aspects, are consistent with the audited

annual accounts of VDL Groep B.V. for 2017, and comply with the principles as applied in the explanatory notes.

The abbreviated annual accounts consist of:

1. the consolidated balance sheet as at 31 December 2017;

2 the following summaries for 2017:

the consolidated profit and loss account and the statement of source and application of funds;

3. the accompanying explanatory notes.

Abbreviated annual accounts

The abbreviated annual accounts do not contain all explanatory notes as required in accordance with Book 9 of

the Netherlands Civil Code 2. Inspection of the abbreviated annual accounts can therefore not take the place of

inspection of the audited annual accounts of VDL Groep B.V. and our Auditor’s report.

The audited annual accounts and our Auditor’s report

We have issued a positive opinion on the audited annual accounts for 2017 of VDL Groep B.V. in our Auditor’s

report dated 16 April 2018.

Responsibilities of the Board of Management and Supervisory Board for the abbreviated annual accounts

The Board of Management is responsible for compiling a summary of the abbreviated annual accounts in

accordance with the principles as explained in the explanatory notes. The Supervisory Board is responsible for

supervising the process of financial reporting of the company.

Our responsibilities

Our responsibility is to issue an opinion as to whether the abbreviated annual accounts, in all materially-relevant

aspects, are consistent with the audited annual accounts, on the basis of our work undertaken in accordance

with Dutch law, including Dutch Standard 810 ‘Assignments to report on abbreviated financial summaries’.

Eindhoven, 16 april 2018

Govers Accountants / Adviseurs

Rudi van den Heuvel RA

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VDL GROEPANNUAL ACCOUNTS

2017

Assets 31 December 2017 31 December 2016

Fixed assets

Intangible fixed assets

Goodwill 2,915 3,437

Tangible fixed assets

Buildings and land 596,520 535,560

Machinery and installations 188,774 165,322

Other fixed assets 67,140 60,455

852,434 761,337

Financial fixed assets

Participations 62,411 50,614

Other financial fixed assets 7,241 6,758

69,652 57,372

Current assets

Stocks

Raw materials and consumables 203,572 169,812

Work in progress 284,545 245,987

Finished products and commodities 98,120 100,160

586,237 515,959

Accounts receivables

Trade debtors 602,494 481,780

Taxes 5,344 1,122

Other receivables and accrued income 10,790 21,240

618,628 504,142

Cash at bank and in hand 77,517 52,932

2,207,383 1,895,179

C O N S O L I D A T E D B A L A N C E (x 1,000 euro)

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Liabilities 31 December 2017 31 December 2016

Group capital

Shareholders’ equity 1,222,615 1,125,774

Third party share 265 0

1,222,880 1,125,774

Provisions

Pension provisions 859 1,085

Taxation provisions 16,786 15,315

Warranty provisions 41,601 33,405

Other provisions 32,724 28,330

91,970 78,135

Long-term liabilities

Debts to credit banks 32,781 41,161

Negative goodwill 6,476 3,670

39,257 44,831

Current liabilities

Debts to credit banks 15,409 13,882

Projects in progress 51,329 76,714

Debt to suppliers 483,128 296,495

Taxes and social security contributions 99,278 81,941

Other debts and deferred liabilities 204,132 177,407

853,276 646,439

2,207,383 1,895,179

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2017 2016

Invoiced turnover 4,899,358 3,032,133

Changes to projects in progress 25,384 8,737

Net turnover 4,924,742 3,040,870

Changes to projects in progress 38,558 28,116

Inter-company trading 5,243 2,063

Other operating income 22,434 28,116

Total operating income 4,990,977 3,099,165

Costs of raw materials and consumables 3,203,515 1,775,178

Subcontracted work 424,920 240,136

Salaries and wages 893,408 668,687

Depreciation of (in)tangible fixed assets 84,697 66,443

Other operating costs 196,915 161,033

Total operating costs 4,803,455 2,911,477

Operating profit 187,522 187,688

Financial income and expenses -2,455 -2,493

Profit on non-consolidated shareholdings 15,088 9,018

Profit before tax 200,155 194,213

Taxes -47,273 -44,642

Third party share -38 0

Net profit after tax 152,844 149,571

C O N S O L I D A T E D P R O F I T A N D L O S S A C C O U N T (x 1,000 euro)

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2017 2016

Cash flow operational activities

Operating result 187,522 187,688

Depreciations on (in)tangible fixed assets 84,697 66,443

Changes to provisions 12,413 -2,447

Release of negative goodwill -1,892 -1,631

Downward value adjustment financial fixed assets -158 -4

Changes to operating capital 28,642 -122,047

Interest paid -2,900 -2,938

Dividends received 5,445 1,122

Income tax expenses paid -51,633 -43,249

Cash flow operational activities 262,136 82,937

Cash flow investment activities

Acquisition of group companies -2,211 -432

(Dis)investments in tangible fixed assets -168,188 -112,423

(Dis)investments in financial fixed assets -2,560 1,726

Cash flow investment activities -172,959 -111,129

Cash flow financing activities

Dividend paid -49,857 -41,802

Long-term debts issued 620 860

Long-term debts repaid -13,508 -9,273

Cash flow financing activities -62,745 -50,215

Net cash flow 26,432 -78,407

Exchange and conversion rate discrepancies -3,374 299

Change in liquid assets 23,058 -78,108

A B B R E V I A T E D C O N S O L I D A T E D C A S H F L O W S T A T E M E N T(x 1,000 euro)

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P R I N C I P L E S F O R V A L U A T I O N A N D D E T E R M I N I N G T H E R E S U L T

GENERAL EXPLANATORY NOTES

Activities

The activities of VDL Groep B.V. – located at Hoevenweg 1 in Eindhoven with Chamber of Commerce registration

17017545 - and its subsidiaries consist of:

• Subcontracting division: metalworking, mechatronic systems and system supply, plastics processing and surface

treatment;

• Car Assembly division: the production of passenger cars for third parties;

• Buses & Coaches division: chassis & chassis modules, coaches, public transport buses, mini & midi buses,

special vehicles and second-hand buses;

• Finished Products division: suspension systems for the trailer and truck industry, heating, cooling and air technical

installations, production automation systems, installations for the oil, gas and petrochemical industry, systems

for the agricultural sector, sunbeds, car roof boxes, container handling equipment, waste collection systems,

cigar-making and packaging machines, components for bulk handling and extraction installations, and systems

for explosion and fire protection.

Sales are made in the Netherlands and abroad, whereby the countries of the European Union represent the most

important sales market.

Estimates

To make it possible to apply the principles and rules for drawing up the annual accounts, it is necessary that the

management of VDL Groep B.V. prepares a judgement on various issues, and that the management makes

estimates that could prove essential for the amounts contained in the annual accounts. If necessary for the degree

of insight required in article 2:362 paragraph 1 of the Netherlands Civil Code, the nature of these judgements and

estimates, including the accompanying assumptions, is contained in the explanatory notes to the relevant items in

the annual accounts.

Consolidation

In the consolidated annual accounts of VDL Groep B.V., the financial details are accounted for, for the group

companies and other legal entities over which predominant control can be exercised or over which central

management is undertaken. Group companies are legal entities over which VDL Groep B.V. can directly or indirectly

exercise predominant control, since it holds the majority of the voting rights or in any other way can control the

financial and operational activities. This also takes into account potential voting rights that can be exercised directly

on the balance sheet date.

The group companies and other legal entities over which predominant control can be exercised or over which

central management is undertaken are 100% accounted for in the consolidation. The third party share of group

equity and in the group result is listed separately. Intercompany transactions, intercompany profits and mutual

receivables and liabilities between group companies and other legal entities contained in the consolidation are

eliminated, in as much as the results are not realised by transactions with third parties outside the group.

56

Unrealised losses on intercompany transactions are also eliminated, except in the case of extraordinary downward

value adjustment. Principles of valuation of group companies and other legal entities contained in the consolidation

have where necessary been adjusted to comply with the applicable valuation principles for the group.

For the companies included in the consolidation, refer to the list of participations as contained in other details.

Related parties

All legal entities over which predominant control, shared control or significant influence can be exercised are

identified as related parties. Legal persons capable of exercising predominant control are also identified as related

parties. The members of the Board under the Articles of Association, other key officers in the management of

VDL Groep B.V. and the parent company of VDL Groep B.V. and close relatives are related parties.

Significant transactions with related parties are explained in as much as not entered into in accordance with the

normal market conditions. Of these transactions, the nature and scale of the transaction and other information

necessary for providing sufficient insight is provided.

Acquisitions and disposal of group companies

From the date of takeover, the results and identifiable assets and liabilities of the acquired company are accounted

for in the consolidated annual accounts. The date of takeover is the moment at which predominant control can be

exercised over the company in question. The acquisition price consists of the monetary amount or equivalent

agreed for acquisition of the acquired company plus any directly attributable costs. If the acquisition price is higher

than the net amount of the fair value of the identifiable assets and liabilities, the excess (as goodwill) will be

capitalised as intangible fixed assets. If the acquisition price is lower than the net amount of the fair value of the

identifiable assets and liabilities, the difference (negative goodwill) will be accounted for under accrued liabilities.

The companies involved in the consolidation will continue to be accounted for in the consolidation up to the

moment at which they are sold; deconsolidation will take place at the moment the predominant control is

transferred, or the participations no longer fulfil the criteria of group companies.

System change

For the valuation of buildings and land used for business purposes, VDL Groep B.V. employed the replacement

value as outlined in the Current Value Decree. As a consequence of a law change, this valuation principle is no

longer permitted (article 1 paragraph 2 BAW) as a result of which VDL Groep B.V. has implemented a system change.

As from 1 January 2016, VDL Groep B.V. values its buildings and land used for business purposes according to

historical cost price. VDL Groep B.V. makes use of the transition ruling outlined in RJ 212.8 which facilitates

prospective processing. As a result, the book value as at 1 January 2016 on the basis of replacement value was

taken as the underlying value for the historical cost price. The existing revaluation reserve on the date of transfer is

released upon realisation, in other words through depreciation or sale in future periods.

As a consequence of the described transition ruling, this system change has no impact on the shareholder’s equity

as at 1 January 2016 and the result for 2016. In addition, this system change has no impact on the comparative figures.

56 57

GENERAL PRINCIPLES

General

The consolidated annual accounts were prepared in accordance with the statutory provisions in Part 9 Book 2 of the

Netherlands Civil Code and the clear statements from the Guidelines for annual accounting, issued by the Dutch

Accounting Standards Board.

Assets and liabilities are generally valued at acquisition price or manufacturing cost or current value. If no specific

valuation principle is stated, valuation is made according to acquisition price.

Comparison with previous year

The principles of valuation and the determination of result remain unaltered as compared with the previous year.

The comparative figures have been adjusted where necessary for the purposes of comparison.

Taxation of group companies within the tax entity is calculated individually for the group companies, and set off against

the head of the fiscal entity, via the current account.

Foreign currencies

Items in the annual accounts of the group companies are valued taking account of the currency of the economic

environment in which the group company primarily undertakes its business activities (the functional currency).

The consolidated annual accounts are prepared in euros; this is both the functional and presentation currency of

VDL Groep B.V. Transactions in foreign currencies during the reporting period are reflected in the annual accounts at

the exchange rate on the balance sheet date.

Monetary and non-monetary assets and liabilities in foreign currencies are converted into the functional currency at the

exchange rate on the balance sheet date. Any exchange rate differences arising from the settlement and conversion are

credited or charged to the shareholders’ equity. Conversion differences on long-term intragroup loans that effectively

represent an expansion or reduction of the net investment of foreign participations are credited or charged directly to

the shareholders’ equity.

Assets and liabilities, and income and expenditure for group companies contained in the consolidation with a

functional currency other than the presentation currency, are converted at the exchange rate on the balance sheet

date. Goodwill and the adjustments to fair value of identifiable assets and liabilities are viewed as a component of

these group companies and are also converted at the balance sheet date at the exchange rate on the balance sheet

date. The resultant exchange rate differences are credited or charged directly to the shareholders’ equity.

Operational leasing

Lease contracts may exist within the company, whereby a large proportion of the advantages and disadvantages

relating to ownership do not lie with the company. These lease contracts are accounted for as operational leasing.

Obligations arising from operational leasing are accounted for on a straight-line basis in the profit and loss account

over the term of the contract, taking account of payments received from the lessor.

Financial instruments

The group companies listed under financial fixed assets, in as much as relating to the trading portfolio or equity capital

instruments outside the trading portfolio, and derivatives with an underlying stock exchange quoted value are valued at

fair value. All other financial instruments contained in the balance sheet are valued at (amortised) cost price.

58

Fair value is the amount for which an asset can be traded or a liability can be settled between parties well informed on

the issue, who are willing to make a transaction and who are independent of one another. If a reliable fair value

cannot immediately be identified, the fair value is approached by deriving this value from the fair value of the individual

component or of a similar financial instrument, or using valuation models and valuation techniques.

Upon first inclusion in the balance sheet, derivatives are valued at fair value. Any subsequent valuation of derived

financial instruments (derivatives) will depend on whether the underlying basis for the derivative is stock exchange

quoted or not. If the underlying basis is stock exchange quoted, the derivative will be included at fair value. If the

underlying basis is not stock exchange quoted, the derivate will be accounted for at cost price or market value,

whichever is lower. The method of accounting for value changes of the derived financial instrument will depend on

whether hedge accounting is applied to the derived financial instrument or not.

VDL Groep B.V. applies hedge accounting. At the moment of entering into a hedge relationship, this is documented by

the company. By means of a test, the company periodically assesses the effectiveness of the hedge relationship. This

may be achieved by comparing the critical characteristics of the hedge instrument with those of the covered position or

by comparing the change in fair value of the hedge instrument and the covered position.

VDL Groep B.V. applies cost price hedge accounting for interest swaps that ensure that specific variable interest rate

liabilities are converted into fixed interest loans. The ineffective share of the value adjustment of the interest swaps is

accounted for in the profit and loss account, under financial income and expenses. At year end 2016, there were no

more interest swaps.

VDL Groep B.V. also applies cost price hedge accounting on currency futures contracts to provide coverage for its

future transactions in foreign currencies. If applicable, the ineffective share of the value adjustment of the currency

futures contracts is accounted for in the profit and loss account under financial income and expenses.

VALUATION PRINCIPLES FOR THE BALANCE SHEET

Fixed assets

Intangible fixed assets

The intangible fixed assets are valued at acquisition price less depreciation. Account is taken of extraordinary

downward value adjustments; this is the case if the book value of the asset (or of the cash flow generating unit to

which the asset belongs) is higher than the realisable value of the asset.

To determine whether there is an extraordinary downward value adjustment for the intangible fixed asset, reference is

made to the paragraph concerning extraordinary downward value adjustments for fixed assets.

Goodwill arising from acquisitions and calculated in accordance with the paragraph on depreciations on aquisitions and

disposal of group companies will be activated less straight-line depreciation during the estimated future useful life (5-10 years).

Tangible fixed assets

As from 1 January 2016, buildings and land used for business purposes are valued at historical cost price. Hereby use is

made of the transition ruling as outlined in RJ 212.8, as a result of which the current value as at 1 January 2016 serves

58 59

as the starting point for the historical cost price. Straight-line depreciation is applied, taking account of the estimated

useful life and any extraordinary downward value adjustment of the assets in question. There is no depreciation on

land. In the revaluation of buildings arising from the transition ruling, account has been taken of deferred taxation of

15%. Account was taken of the extraordinary downward value adjustment expected on the balance sheet date. To

determine whether a tangible fixed asset is subject to extraordinary downward value adjustment, reference is made to

the paragraph on extraordinary downward value adjustments on fixed assets.

The other tangible fixed assets are valued at purchase price or manufacturing price, including directly attributable costs,

less straight-line depreciation, taking account of the estimated useful life and extraordinary downward value

adjustments. The manufacturing price consists of the purchase costs for raw materials and consumables and costs

directly attributable to the manufacture, including installation costs.

For obligations for recovery following the end of use of the assets (dismantling costs), a provision will be established.

This will be accumulated during the useful life of the asset.

Grants on investments are deducted from the acquisition price or manufacturing costs for the asset to which the grants

relate.

The expected useful life per category is:

Buildings : 33 year

Renovations and facilities : 5 - 20 year

Machines and installations : 5 - 10 year

Other fixed business assets : 5 - 7 year

Financial fixed assets

Participations over which decisive influence can be exercised are valued according to the change in assets method (net

asset value). Decisive influence is assumed wherever 20% or more of the voting rights can be cast.

The net asset value is calculated according to the principles applicable for these annual accounts; for participations

about which insufficient details are available for application of these principles, the valuation principles for the

participation in question are assumed.

If the valuation of a participation according to the net asset value is negative, this participation will be valued at zero. If

and in as much as VDL Groep B.V. in this situation fully or partially secures the debts of the participation, or has the

clear intention to enable the participation to pay its debts, a provision will be made for this purpose.

The first valuation for purchased participations in based on the fair value of the identifiable assets and liabilities at the

moment of acquisition. For subsequent valuation, the principles are applied that apply to these annual accounts,

assuming the value at first valuation.

Participations over which no decisive influence can be exercised are valued at purchase price. In the event of

extraordinary downward value adjustment, valuation will take place at realisable value. Downward value adjustment is

charged to the profit and loss account.

60

Receivables included in the financial fixed assets are initially valued at fair value less any provisions considered

necessary. Subsequently, these receivables are valued at amortised cost price.

Deferred tax receivables are established for offsettable fiscal losses or for offsettable temporary discrepancies between

the value of the assets and liabilities according to fiscal regulations on the one hand and the valuation principles

employed in these annual accounts on the other, on the understanding that deferred tax receivables are only

established in as much as it is probable that there will be future fiscal profit, against which temporary discrepancies can

be set off and losses can be compensated.

The calculation of deferred tax receivables will take place according to the tax rates applicable at the end of the

reporting year or according to rates applicable in coming years, in as much as already laid down in law.

Deferred tax receivables are valued at nominal value.

Extraordinary downward value adjustment of fixed assets

On each balance sheet date, the company determines whether there are indications that a fixed asset may be subject

to an extraordinary downward value adjustment. If such indications are present, the realisable value of the asset is

determined. If it is not possible to determine the realisable value for the individual asset, the realisable value will be

determined for the cash flow-generating unit to which the asset belongs. An extraordinary downward value

adjustment occurs if the book value of an asset is higher than the realisable value; the realisable value is the higher of

the market value and the operating value.

If it is determined that an extraordinary downward value adjustment that was accounted for in the past no longer

exists or has fallen in size, the increased book value for the asset in question will not be set higher than the book value

that would have been determined if no extraordinary downward value adjustment had been accounted for, for the

asset in question.

Also for financial instruments, the company will determine on each balance sheet date whether there are objective

indications for extraordinary downward value adjustment of a financial asset or a group of financial assets. If such

objective indications are present, the company will determine the scale of the loss from the extraordinary downward

value adjustments, and will immediately account for that loss in the profit and loss account.

In the case of financial assets valued at amortised cost price, the scale of the extraordinary downward value adjustment

will be determined as the difference between the book value of the asset and the best possible estimate of the future

cash flows, capitalised at the effective interest rate of the financial asset as determined upon the first accounting of the

instrument. The downward value adjustment loss that was taken up must be taken back if the fall in the downward

value adjustment relates to an objective event following deduction. The take-back will be restricted to not more than

the amount necessary for valuing the asset at the amortised cost price at the moment of take-back, if there had been

no extraordinary downward value adjustment. The taken-back loss is accounted for in the profit and loss account.

In the case of an investment in equity capital instruments valued at cost price the size of the extraordinary downward

value adjustment is determined as the difference between the book value of the financial asset and the best possible

estimate of the future cash flows, capitalised at the current asset cost rate for a similar financial asset. The

60 61

extraordinary downward value adjustment loss will only be taken back if there are indications that a loss accounted for

in the annual accounts in previous years is no longer present or has changed as a consequence of downward value

adjustment.

Current assets

Stocks

The stocks of raw materials and consumables are valued at fixed settlement prices (based on the purchase price plus

various additional amount) subject to the FIFO method, or the realisable value, if lower.

The stocks of work in progress (including semi-manufactured goods) and finished products are valued at manufacturing

cost or realisable value, if lower. The manufacturing costs consist of all costs relating to acquisition or manufacture, and

costs incurred for bringing the stock to their current location or their current condition. Manufacturing costs include

direct salary costs and bonuses for indirect fixed and variable costs related to production.

The realisable value is the estimated sales price less directly attributable sales costs. In determining the realisable value,

account is taken of the unsaleability of the stocks.

Projects in progress

The item projects in progress on behalf of third parties consists of the balance of realised project costs, allocated profit

and if applicable accounted losses and already declared instalments. Projects in progress are presented individually in

the balance sheet under current assets. If the item shows a credit balance, it will be presented under current liabilities.

Receivables

Receivables including tax and prepayments and accrued income, are initially measured at fair value and subsequently at

amortised cost price. The fair value and amortised cost price are practically equal to the nominal value. Any provisions

considered necessary for bad debt risk shall be deducted. These provisions are determined on the basis of an individual

assessment of the receivables.

Liquid assets

Liquid assets consist of cash at bank and in hand. Current account debts to banks are listed under debts to credit

institutions under current liabilities. Liquid assets are entered at nominal value.

Shareholders’ equity

Revaluation reserve

The existing revaluation reserve, minus relevant (deferred) tax obligations, is the consequence of the revaluations of

buildings and land used for business purposes in the period before 1 January 2016. As a consequence of the transition

ruling as outlined in RJ 212.8, this revaluation reserve is released upon realisation, in other words as a result of depreciation

or sale in future periods. The realised revaluation will be accounted for immediately in the shareholder’s equity.

The corresponding release of the (deferred) tax obligations will be placed in favour of the result under the item tax on

result from ordinary business activities.

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Third-party share

The third-party share as part of the group assets is valued at the amount of the net interest in the net assets of the

group companies in question. In as much as the group company in question has a negative net asset value, the

negative value and any further losses will not be attributed to the third-party share unless the third-party shareholders

have an actual obligation and are in a position to accept the losses, for their account. As soon as the net asset value of

the group company is once again positive, results will be attributed to the third-party share.

Provisions

General

Provisions are established for legally-enforceable or actual obligations existing on the balance sheet date, whereby an

outflow of resources is probably necessary, the scale of which can be reliably estimated.

The provisions are valued at the best estimate for the amounts necessary for settling the obligations as at the balance

sheet date. The provisions are valued at nominal value of the expenditure expected to be necessary for settling the

obligations, unless otherwise stated.

If a third party is expected to reimburse these obligations, and if it is likely that this payment will be received upon

settlement of the obligation, this payment will be deducted from the provisions.

Provision for pensions

The Dutch pension schemes are subject to the provisions of the Dutch Pensions Act and on a compulsory contractual

or voluntary basis, premiums are paid to the pension funds and insurance companies, by the Groep. Premiums are

accounted for as staff costs as soon as they become payable. Prepaid premiums are listed as prepayments and accrued

income, if they result in a return payment or a reduction in future payments. Premiums not yet paid are listed in the

balance sheet as obligations.

For foreign pension schemes structured in a manner comparable to the way in which the Dutch pension system is

structured and operated, obligations arising from foreign pension schemes are accounted for and valued in accordance

with the valuation of the Dutch pension schemes.

For foreign pension schemes structured in a manner not comparable to the way in which the Dutch pension system is

structured and operated, a best estimate is made of the obligation for the Group as at the balance sheet date.

Deferred taxation obligations

The provision for deferred taxation relates to future tax obligations arising from differences between the valuation of the

buildings according to these annual accounts and the fiscal valuation of the relevant items. Deferred tax obligations are

calculated according to the current rate of income tax and as concerns the reassessment of buildings, at a rate of 15%.

The majority of the provision can be characterised as long-term.

Warranty provision

The provision relates to the refundable costs for products sold or services provided, if an obligation has arisen for the

legal entity, due to non-compliance with the agreed quality.

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Provision for anniversaries

The provision for anniversaries is accounted for at cash value of the expected payments during the period of

employment. In calculating the provision, account is taken of expected salary rises, the likelihood of the employee

remaining in employment, and is converted into cash on the basis of a discount rate.

Other provisions

Other provisions relate primarily to provisions from buy-back guarantees, dismantling and medical expenses insurance for

former employees. The provisions are listed at nominal value of the estimated obligations. The majority of the provisions

can be characterised as long-term.

Other assets and liabilities

Liabilities are initially valued at fair value. Transaction costs immediately attributable to the acquisition of liabilities are

included in the valuation and initial measurement. Following initial measurement, liabilities are valued at amortised cost,

namely the amount received taking account of the share premium or discount less transaction costs. The fair value and

amortised costs are practically equal to the nominal value.

PRINCIPLES FOR DETERMINATION OF THE RESULT

General

The result is determined as the difference between the realisable value of goods and services provided and costs and

other expenditure over the year. Income from transactions is reported in the year in which it was realised.

Revenue recognition

Net turnover

Net turnover (the sum of invoiced turnover and changes in projects in progress) comprises the income from the delivery

of goods and realised project income from projects in progress less discounts, etc. and any tax levied on turnover, and

following elimination of transactions within the Groep.

Sale of goods

Income from the sale of goods is included as soon as all essential rights and risks relating to ownership of the goods

have been transferred to the purchaser.

Project income and project costs

For projects in progress, the result of which can be reliably foreseen, the project income and project costs are

accounted for as net turnover and costs in the profit and loss account proportionally to the performance provided as at

the balance sheet date (the ‘Percentage of Completion’ method or PoC method).

The progress of the performance provided is determined on the basis of the project costs incurred up to the balance

sheet date in relation to the estimated total project costs. If a result cannot (yet) be reliably estimated, the income is

accounted for as net turnover in the profit and loss account, up to the amount of incurred project costs that can

probably be recovered; the project costs are then accounted for in the profit and loss account in the period in which

64

they are incurred. As soon as the result can be reliably determined, revenue recognition is carried out according to the

PoC method, proportionally to the performance as at balance sheet date.

The result is determined as the difference between the project income and project costs. Project income relates to the

contractually agreed income and income from additional and less work, claims and payments if and in as much as it is

probable these will be realised and can be reliably predicted. Project costs are the costs relating directly to the project,

that can generally be allocated to project activities and allocated to the project and other costs contractually

attributable to the client. If it is probable that the total project costs exceed total project income, expected losses are

immediately accounted for in the profit and loss account. This loss is reported in the cost price of turnover. The

provision for the loss is part of the item projects in progress.

If it is probable that the total project costs exceed total project income, expected losses are immediately accounted for

in the profit and loss account. The loss is reported in the cost price of turnover. The provision for the loss is part of the

item projects in progress.

Other operating income

Other operating income refers to results not related directly to the delivery of goods and services in the framework of

normal non-incidental business activities. This income is accounted for in the year in which it is generated.

Employee benefits

Periodically payable benefits

Wages, salaries and social security contributions are accounted for in the profit and loss account, on the basis of the

employment conditions, in as much as payable to employees.

Pensions

VDL Groep B.V. has accounted for all pension schemes according to the obligations approach. The premium payable on

the year under review is also accounted for as an expense.

Miscellaneous

Depreciation on intangible and tangible fixed assets

Intangible and tangible fixed assets are depreciated during the expected useful life of the asset from the moment of

commissioning. There is no depreciation on land.

If a change is made to the estimated future useful life, future depreciation will be adjusted.

Book profits and losses from the incidental sale of tangible fixed assets are included under other operating income or costs.

Government grants

Operating grants are accounted for as income in the profit and loss account in the year in which the granted costs

were incurred or income was lost or if a grant operating shortfall occurred. The income is accounted for when it is

likely that it will be received.

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Grants relating to investments in tangible fixed assets are deducted from the asset in question, and accounted for as

part of depreciation in the profit and loss account.

Interest income and interest expenses

Interest income and interest expenses are accounted for in proportion to time, taking account of the effective interest

rate for the assets and liabilities in question. In accounting for the interest expenses, account is taken of the reported

transaction costs on the loans received.

Tax on the result from ordinary business operations

The tax on the result is calculated on the result before tax in the profit and loss account, taking account of any

available losses eligible for fiscal compensation from previous financial years (in as much as not included in deferred tax

receivables) and exempted profit components, and following addition of non-deductible costs. Account is also taken of

changes occurring in the deferred tax receivables and deferred tax liabilities as a result of changes to tax rates imposed.

FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

Market risk

VDL Groep B.V. operates worldwide but the majority of positions and transactions are in euros meaning that the

currency risks are minimal. VDL Groep B.V. occasionally makes use of currency future contracts.

VDL Groep B.V. runs no noteworthy price risks.

VDL Groep B.V. runs interest risk on the interest-bearing receivables (in particular under current assets and liquid assets)

and interest-bearing current liabilities.

For receivables and liabilities with variable interest agreements, VDL Groep B.V. runs risks in respect of future cash

flows; as concerns fixed-interest receivables and liabilities, VDL Groep B.V. runs risks on the fair value as a consequence

of changes to the market rate.

As concerns receivables, no financial derivatives are contracted in respect of interest risk.

Credit risk

VDL Groep B.V. has no significant concentrations of credit risk. Sales are made to customers that meet the

creditworthiness assessment of VDL Groep B.V. Any liquid assets are with banks with at least an A-rating.

Liquidity risk

VDL Groep B.V. has no liquidity risk since the company has sufficient liquid assets.

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VDL GROEPSUBS ID IAR IES

66 67

VDL Groep B.V.Board of Management: Willem van der Leegte (Chairman)Jennifer van der LeegtePieter van der LeegteJan MoorenTheo ToussaintPaul van Vroonhoven

Vice Presidents:Simon BambachJos BaxHenk Coppens Marc van DoornRémi HenkemansHenri Koolen Bas van der LeegteJos van MeijlGuustaaf Savenije Paul van VuurenEdwin WillemsRolf-Jan Zweep

Hoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 50 [email protected]

VDL Nederland B.V.Managing Director: Paul van VroonhovenHoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 50 [email protected] all group companies as regards financial affairs, ICT, social affairs, health and safety & environment, communications, purchasing, subsidies and legal affairs.

VDL Holding Belgium nvManaging Director: Leen Van de VoordeAntwerpsesteenweg 1242630 Aartselaar, BelgiumT: +32 (0)3 - 870 55 40info@vdlholding,beSupports all Belgian and French group companies in the field of accounting and personnel matters.

VDL International B.V.Management: VDL Groep B.V.Hoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 50 35Holding company for foreign operating companies.

VD Leegte Beheer B.V.Management: VDL Groep B.V.Hoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 50 35Holding company Dutch operating companies.

VDL Bus Beheer B.V.Management: VDL Groep B.V.Hoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 50 35Holding company for bus and coach companies.

VDL Vastgoed B.V.Managing Director: Pieter van der LeegteHoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 50 00Real estate company for VDL commercial real estate.

VDL Participatie B.V.Managing Director: Bart RooijmansHoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 50 35 Participation company with various minority participations.

VDL Car Beheer B.V.Management: VDL Groep B.V.Hoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 50 35Holding company for car assembly.

H O L D I N G C O M P A N I E S

68

Metalworking

1953

VD Leegte Metaal B.V.Managing Director: Jos BaxHandelsweg 215527 AL Hapert, the NetherlandsT: +31 (0)497 - 33 11 [email protected]: heavy construction work and complex welding assemblies (20 welding robots). Automated metalworking, such as cutting, setting, punching, deep-drawing and laser cutting. In-house tool shop and assembly department.

1978

VDL Gereedschapmakerij B.V.Managing Director: Pieter AartsIndustrieweg 295527 AJ Hapert, the NetherlandsT: +31 (0)497 - 38 10 [email protected] ranging from simple to high grade and complex. Complex follow-on cutting and bending tools and dies. CNC-5 spindle milling, sawing, CNC grinding, turning, wire sparking and co-drilling. Processes are carried out in CAD/CAM.

1979

VDL TIM Hapert B.V.Managing Director: Piet SpoorenEnergieweg 25527 AH Hapert, the NetherlandsT: +31 (0)497 - 38 38 [email protected] in mechanical processing of cast and forging work and welding assemblies by means of CNC lathes and (robotised) CNC processing machines. Assembly work.

1981

VDL VDS Technische Industrie B.V.Managing Director: Pieter AartsIndustrieweg 295527 AJ Hapert, the NetherlandsT: +31 (0)497 - 38 38 [email protected] and hydraulic punching, bending and drawing possible up to 800 tonnes, with integrated finishing. Medium-sized and large series from simple to complex metal parts with minimum tolerances. Material thickness 0.10-10 mm. (Robotic) welding, (CNC) spot welding, riveting, 3D-laser cutting and welding, automated assembly and (sub)assembly.

1986

VDL Belgium nvManaging Director: Stephan PeetersIndustrielaan 15Industriezone III - Erembodegem9320 Aalst, BelgiumT: +32 (0)53 - 83 70 [email protected]: CNC tube bending up to diameter 160 mm. Production of pipe/tube-related (insulated) products and assemblies. Tool shop, ultrasonic cleaning installation, 3D laser (5 shaft) and 3D tube laser. Metal processing including cutting, stamping, setting, (robotic) welding and spot welding.

1989

VDL Technics B.V.Managing Director: Hans SandersKorenmolen 25281 PB Boxtel, the NetherlandsT: +31 (0)411 - 68 29 [email protected] cutting 4 and 6 KW with Stopa warehouse, CNC punching, cutting, profiling and squaring. Specialisation in construction work and robotic welding with offline programming. Mechanical finishing up to 14 metres of (complex) weld assemblies. Stamping work up to 200 tonnes with hydraulic and fully-automatic eccentric presses. Engineering, project management and assembly.

1990

VDL HMI B.V.Managing Director: Hans van RaakKleibeemd 15705 DP Helmond, the NetherlandsT: +31 (0)492 - 54 08 [email protected] such as cutting, sawing, stamping, setting, pipe bending, swivel bending, CNC punching, CNC plate cutting and 3D pipe laser cutting, (robotic) welding and soldering. Sheet-metal work, construction work and assembly work.

1991

VDL NSA Metaal B.V.Managing Director: Bart SpacklerDe Run 42345503 LL Veldhoven, the NetherlandsT: +31 (0)40 - 254 45 [email protected] in the field of sheet metalworking. Development, tool shop, 3D forming, assembly and series production of sheet metal parts.

1992

VDL MPC B.V.Managing Director: Edwin LeendersTerminalweg 403821 AJ Amersfoort, the NetherlandsT: +31 (0)33 - 454 29 [email protected], supply chain management, assembly and prototyping of complex sheet-metal parts, mechanic precision components and assemblies. Specialised in fast ramping of prototypes to volume production with respect to logistics, quality and overall costs. All standard sheet-metal working techniques and milling operations such as laser-punching-cutting, precision bending, welding, turning, milling, wire and sink erosion and lean (cleanroom) assembly in one company.

1993

VDL Staalservice B.V.Managing Director: Paul MalcontentCelsiusstraat 136003 DG Weert, the NetherlandsT: +31 (0)495 - 54 08 [email protected] production of customer-specific welded assemblies from high-strength steel. Laser, autogenic and waterjet cutting, folded and mechanically processed products, welding (MIG/MAG/TAG).

1994

VDL Lasindustrie B.V.Managing Director: Piet SterrenburgWekkerstraat 15652 AN Eindhoven, the NetherlandsT: +31 (0)40 - 292 33 [email protected] engineering and prototyping through to production of small and large series. Specialised in sheet-metal and construction work. Cutting, sawing, CNC punching, CNC laser cutting, CNC setting, drilling, tapping, milling and all welding activities such as robotic welding, welding (MIG/MAG/TIG), spot welding and stud welding.

1995

VDL RPI Metaal B.V.Managing Director: Hans de BresserNijverheidsweg 403341 LJ Hendrik-Ido-Ambacht, the NetherlandsT: +31 (0)78 - 683 18 [email protected] working: from 0.5 mm in steel, stainless steel and aluminium, specialised in desks and frame building for complicated assemblies. All welding processes including robotic welding, stud welding and spot welding. Machined sheet-metal processes, punching, laser cutting, squaring and cutting. Machining: turning, milling and drilling. Mounting and mechanical assembly.

S U B C O N T R A C T I N G

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1996

VDL Rotech S.R.L.Managing Director: Robbert Smolders Zona industriala NV str. 1 nr. 5310419 Arad, RomaniaT: +40 (0)257 - 25 66 [email protected], specialised in CNC machining as milling and turning. Production of welded constructions and assembly work. Thin sheet-metal work: cutting, stamping,

1998

VDL Systems B.V.Managing Director: Edwin WillemsErfstraat 35405 BE Uden, the NetherlandsT: +31 (0)413 - 25 05 [email protected], production and installation of machines and internal transport systems for OEMs who produce Food Processing Equipment. Specialised in the processing of stainless steel and aluminium.

1998

VDL Postma B.V.Managing Director: Johan ZwartsLeeuwarderstraatweg 121d8441 PK Heerenveen, the NetherlandsT: +31 (0)513 - 62 25 [email protected] processing: laser cutting, CNC punch nibbling, cutting, squaring. Pipe processing: CNC bending, rolling, (robotic) welding and machining. Powder coating including chemical pre-treatment by means of separated immersion baths for steel and aluminium.

2005

VDL Konings B.V.Managing Director: Jeroen BoekemaBosstraat 936071 XT Swalmen, the NetherlandsT: +31 (0)475 - 50 01 [email protected], engineering, prototyping, production, assembly and installation of customer-specific

mechanisation work, machines and installations for the film, foil, foam and paper industry. Development, production and supply chain management of modules and systems for OEMs for example in the medical sector. Certified welding and large-format mechanical processing including turning, milling, boring and drilling.

2006

VDL Services B.V.Managing Director: Rob DiepstratenHandelsweg 215527 AL Hapert, the NetherlandsT: +31 (0)497 - 38 01 [email protected], maintenance and installation of a range of (VDL) products supported by a 24/7 service organisation with a network of service engineers throughout the Netherlands. Also project supervision and implementation, worldwide.

S U B C O N T R A C T I N G

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2008

VDL Network Supplies B.V.Managing Director: William van HoutHandelsweg 215527 AL Hapert, the NetherlandsT: +31 (0)497 - 33 11 [email protected] in the production of semi-finished, finished products and related services for the construction, housing and extension of large and national networks such as mobile phone, telecom, energy and railway networks.

2017

VDL Castings Heerlen B.V.Managing Director: Eddy KremersDeputy director: Ruud PistersDe Koumen 26433 KD Hoensbroek, the NetherlandsT: +31 (0)495 - 51 38 [email protected] iron foundry that produces spare parts for trucks, and earthmoving and road building machines.

2017

VDL Castings Weert B.V.Managing Director: Eddy KremersLozerweg 906006 SR Weert, the NetherlandsT: +31 (0)495 - 51 38 [email protected] iron foundry that produces spare parts for trucks, and earthmoving and road building machines.

2017

VDL Mast Solutions B.V.Managing Director: Ger StappersGasstraat Oost 75349 AH Oss, the NetherlandsT: +31 (0)412 - 67 47 [email protected], manufactures and installs high-quality masts, such as lighting masts, tensioning masts for catenary lines, transmitter masts, camera masts and advertising masts. From design, production, DCC and HMAR coating through to transport, installation and mast inspection.

Surface treatment

1983

VDL Laktechniek B.V.Managing Director: Ad PasmansMeerenakkerweg 205652 AV Eindhoven, the NetherlandsT: +31 (0)40 - 250 19 [email protected] blasting, zinc phosphate coating, cataphoresis painting, powder coating, wet painting, assembly and warehousing. Fully-automated cataphoresis and powder coating line including pre-treatment and zinc phosphating.

Plastics processing

1989

VDL Kunststoffen B.V.Managing Director: Rick van HarenMagnesiumstraat 556031 RV Nederweert, the NetherlandsT: +31 (0)495 - 65 36 [email protected] technical plastic injection moulded components, 2K injection moulding, insert and outsert moulding. Engineering, product development and project support to customers during the development process. Assembly and finishing of components and finished products. Own tool shop.

1993

VDL Parree B.V.Managing Director: Pieter MelisseSpoorstraat 85975 RK Sevenum, the NetherlandsT: +31 (0)77 - 467 70 [email protected] in the field of high-quality technical plastic injection moulded parts, metal parts, assemblies and metal and plastic combinations. 2K techniques, gas injection, in-mould labelling, insert and outsert moulding, embossing and Mucell extrusion. Co-design function, product innovations, product optimisation and engineering. Specialist in automotive applications. In-house tool shop and assembly department.

2005

VDL Wientjes Roden B.V.Managing Director: Chris MulderCeintuurbaan Noord 1309301 NZ Roden, the NetherlandsT: +31 (0)50 - 502 48 [email protected], design and production of high-quality plastic products. Various processing techniques, including vacuum forming, CNC machining, laser cutting, welding, gluing and assembly.

2005

VDL Wientjes Emmen B.V.Managing Director: Hans MeulemanPhileas Foggstraat 307825 AK Emmen, the NetherlandsT: +31 (0)591 - 66 96 [email protected], design and production of high-quality plastic products. Production techniques: injection moulding of (fibre-reinforced) thermoplastics, gas injection, 2-components and in-mould labelling. Hot-pressing of thermoharders (polyester) and assembly. Producer of sheet moulding compound (SMC), a glass fibre-reinforced polymer semi-manufacture.

2011

VDL Fibertech Industries B.V.Managing Director: Michiel WassinkDiamantweg 545527 LC Hapert, the NetherlandsT: +31 (0)497 - 33 84 00info@vdlfibertechindustries.comwww.vdlfibertechindustries.comDevelops and produces high-tech composite and polyurethane products, for the markets healthcare, defence, semiconductor, transportation and aerospace. Using RTM, Hot Pressing, (R) RIM and Acrosoma® sandwich technologies.

Mechatronic systems and system supply

1991

VDL Apparatenbouw B.V.Managing Director: Mark VerdonschotSigarenmaker 85521 DJ Eersel, the NetherlandsT: +31 (0)497 - 51 51 [email protected] supplier in the area of (complex) medical, optical and mechatronic modules for OEM and consumer markets. Development, manufacture, testing and provision of service, overall logistics and project management, as well as the design and manufacture of filter and tank installations for the agricultural and chemical industry.

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2004

VDL Industrial Modules B.V.Managing Director: Jeroen van den HurkBrandevoortse Dreef 45707 DG Helmond, the NetherlandsT: +31 (0)492 - 50 58 00info@vdlindustrialmodules.nlwww.vdlindustrialmodules.nlContract developer and manufacturer for machine and installation building for OEMs. In-house product engineering, prototyping, precision sheet metalwork, machining, cleanroom assembly and testing of high-quality modules and systems. Clear focus on flexibility, efficiency and expertise of factories and external supply chain. Markets include semi-conductor, medical, packaging, energy, defence and construction and infrastructure.

2006

VDL Enabling Technologies Group B.V.Managing Director: Guustaaf Savenije De Schakel 225651 GH Eindhoven, the NetherlandsT: +31 (0)40 - 263 86 [email protected] www.vdletg.com VDL Enabling Technologies Group is aimed at system integration and logistics/supply chain management for mechatronic (sub) systems for OEMs for high-tech capital goods. The general management of the VDL ETG branches in Eindhoven, Almelo, Switzerland, Singapore, Suzhou (China) and the USA is located in Eindhoven. In addition to the seven factories, there is a development organisation with head office in Eindhoven and sub offices at the factories or close to the customers.

2006

VDL ETG Eindhoven B.V.Managing Director: Wil-jan SchutteAchtseweg Noord 55651 GG Eindhoven, the NetherlandsT: +31 (0)40 - 263 88 [email protected] www.vdletg.comOperates in the business of system integration of mechatronic (sub)systems and modules for OEMs in the high-tech capital equipment. System supplier from (co-)engineering through parts production to assembly and testing.

2006

VDL ETG Projects B.V.Managing Director: Harrie SchonewilleWekkerstraat 15652 AN Eindhoven, the NetherlandsT: +31 (0)40 - 292 33 [email protected], produces, assembles and installs (mass) fabrication equipment worldwide for a wide range of markets varying from food and medical through to solar and semicon, in the form of both one-offs and roll-outs.

2006

VDL ETG Precision B.V.Managing Director: Arie van KraaijHurksestraat 135652 AH Eindhoven, the NetherlandsT: +31 (0)40 - 263 82 [email protected] and assembly of precision mechanical, high precision parts, prototypes and modules for, among others, the semiconductor industry, aerospace and science.

2006

VDL ETG Almelo B.V.Managing Director: Sander VerschoorBornsestraat 3457601 PB Almelo, the NetherlandsT: +31 (0)546 - 54 00 [email protected] in the business of system integration of mechatronic (sub)systems and modules for OEMs in the high-tech capital equipment industry. System supplier from (co-)engineering through parts production to assembly and testing.

2006

VDL Enabling Technologies Group of Suzhou Ltd.Managing Director: Dennis van Opzeeland288 Su Hong Xi RoadSuzhou Industrial Park,Jiangsu P.R.C. 215021, ChinaT: +86 512 - 85 18 89 [email protected] in the business of system integration of mechatronic (sub)systems and modules for OEMs in the high-tech capital equipment industry and in the area of production mechanisation. System supplier from (co-)engineering through parts production to assembly and testing.

2006

VDL Enabling Technologies Group (Singapore) Pte Ltd.Managing Director: Jadranko Dovic 259 Jalan Ahmad Ibrahim Singapore 629148, SingaporeT: +65 650 803 [email protected] in the business of system integration of mechatronic (sub)systems and modules for OEMs in the high-tech capital equipment industry. System supplier from (co-)engineering through parts production to assembly and testing.

2013

VDL ETG Technology & Development B.V.Managing Director: Geert Jakobs De Schakel 225651 GH Eindhoven, the NetherlandsT: +31 (0)40 - 263 86 [email protected] www.vdletg.comDevelopment organisation responsible for the development of high-tech mechatronic (sub) systems and the further optimisation of production processes within VDL ETG to ensure the provision of optimum systems to meet customer needs.

2015

VDL GL Precision B.V.Managing Director: Herman RuschHurksestraat 235652 AH Eindhoven, the NetherlandsT: +31 (0)40 - 292 20 [email protected] extremely close tolerance precision mechanical components and modules for the semiconductor, optical, machine building and aerospace industries. Performs all required processes in-house, including machining, micro-laser processing and cleanroom activities.

2015

VDL ETG Switzerland AGManaging Director: John Piggen Hauptstrasse 1a 9477 Trübbach, SwitzerlandT: +41 (0)81 784 64 [email protected] in the business of system integration of mechatronic (sub)systems and modules for OEMs in the high-tech capital equipment industry. System supplier from (co-)engineering through parts production to assembly and testing.

S U B C O N T R A C T I N G

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2012

VDL Nedcar B.V.Managing Director: Paul van VuurenDr. Hub van Doorneweg 16121 RD Born, the NetherlandsT: +31 (0)46 - 489 44 [email protected] contract manufacturer of vehicles, with the primary activity being the series production of cars. Also makes pressed parts for various customers. VDL Nedcar is the only major automotive plant in the Netherlands, with a production capacity for some 240,000 vehicles a year, based on a two and three-shift system.

C A R A S S E M B L Y

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Production

1993

VDL Bus Chassis B.V.Managing Director: Jan-Cees SantemaHoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 250 05 [email protected] and assembly of complete chassis, chassis modules and CKD packages for public transport buses and coaches. Development, assembly and modification of industrial vehicles to customer specifications.

1998

VDL Bus Heerenveen B.V.Managing Director: Ietze van der MeerWetterwille 128447 GC Heerenveen, the NetherlandsT: +31 (0)513 - 61 85 [email protected] and production of buses for public transport, such as city and regional buses with both diesel and electrical drive systems.

1998

VDL Bus Modules B.V.Managing Director: Frank Van GeelDe Vest 555555 XP Valkenswaard, the NetherlandsT: +31 (0)40 - 208 24 [email protected] and production of modules for luxury coaches, doubledeckers, VIP coaches and special projects.

1998

VDL Bus Venlo B.V.Managing Director: Mark FrancotHuiskensstraat 495916 PN Venlo, the NetherlandsT: +31 (0)77 - 320 00 [email protected] of mini & midi buses for coach and public transport, police vehicles, taxi buses, airport transport and special transport (such as disabled persons and VIP) in all possible types. Also body repair of cars and commercial vehicles under the trade name VDL Kusters as part of ABS Autoherstel. (www.absvdlkusters.nl / T: +31 (0)77 - 351 70 45)

1998

VDL Bus Roeselare nvManaging Director: Peter WoutersSchoolstraat 508800 Roeselare, BelgiumT: +32 (0)51 - 23 26 [email protected] and production of buses for public transport with both diesel and electrical drive systems, luxury coaches and carrying out special projects.

2003

VDL Bus Valkenswaard B.V.Managing Director: Ton de HaanDe Vest 95555 XL Valkenswaard, the NetherlandsT: +31 (0)40 - 208 46 [email protected] and assembly of luxury coaches, VIP coaches and carrying out special projects.

Sales offices

2003

VDL Bus & Coach France sarlManaging Director: Manon Raynal 5, rue du Pont de la BrècheZ,A,E, ‘Les Grandes Vignes’95192 Goussainville Cedex, FranceT: +33 (0)1 - 343 88 [email protected], after sales and parts for all VDL Bus & Coach products in France.

2003

VDL Bus & Coach Italia s.r.l. a socio unicoManaging Director: Massimiliano CostantiniPiazza dei Beccadori, 1241057 Spilamberto (MO), ItalyT: +39 059 - 78 29 [email protected], after sales and parts for all VDL Bus & Coach products in Italy.

2003

VDL Bus & Coach BelgiumManaging Director: Filip MalefasonSchoolstraat 508800 Roeselare, BelgiumT: +32 (0)51 - 23 26 [email protected], after sales and parts for all VDL Bus & Coach products in Belgium and Luxembourg.

2003

VDL Bus & Coach Polska Sp. z o.o. Managing Director: Bolesław PiekorzStraszków 12162-604 Kościelec, PolandT: +48 63 - 261 60 [email protected], after sales and parts for all VDL Bus & Coach products in Poland.

2003

VDL Bus & Coach Deutschland GmbHManaging Director: Boris HöltermannOberer Westring 1Industriegebiet West33142 Büren, GermanyT: +49 (0)2951 - 60 [email protected], after sales and parts for all VDL Bus & Coach products in Germany and Austria.

2003

VDL Bus & Coach Suisse GmbHManaging Director: Bernard DonzéErlenstrasse 29Postfach2555 Brügg, SwitzerlandT: +41 (0)32 - 366 65 [email protected], after sales and parts for all VDL Bus & Coach products in Switzerland.

2007

VDL Bus & Coach B.V.Managing Director: Henk Coppens Commercial Director: Marcel JacobsDe Vest 75555 XL Valkenswaard, the NetherlandsT: +31 (0)40 - 208 44 [email protected] Bus & Coach offers an extensive product range: chassis and chassismodules, coaches, public transport buses, mini and midi buses, special vehicles and second-hand buses. The product range also includes a variety of E-Mobility solutions for public transport. VDL Bus & Coach has an extensive, international network of offices, agents and importers offering sales and after sales support.

2007

VDL Bus & Coach Nederland B.V.Managing Director: Ard RomersDe Vest 35555 XL Valkenswaard, the NetherlandsT: +31 (0)40 - 208 44 [email protected] and after sales for all VDL Bus & Coach products in the Netherlands.

B U S E S & C O A C H E S

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Second-hand buses

2003

VDL Bus Center GmbHManaging Director: Ferdinand Brouwers / Burkhard Gieffers Oberer Westring 2Industriegebiet West33142 Büren, GermanyT: +49 (0)2951 - 98 [email protected] and sales of used buses and coaches of all makes and models.

Parts & Services

2003

VDL Busland B.V.Managing Director: Ton BehrDe Vest 35555 XL Valkenswaard, the NetherlandsT: +31 (0)40 - 208 44 [email protected] workshop for the maintenance, repair and damage repair of all makes of coaches and buses.

2006

VDL Parts B.V.Managing Director: Peter SchellensDe Run 54105504 DE Veldhoven, the NetherlandsT: +31 (0)40 - 208 41 [email protected] for all after sales activiteis for the VDL Bus & Coach product range and for the distribution of original VDL parts and universal parts for the bus & coach market.

2012

VDL Bus & Coach Service FRY-ZHN B.V.Managing Director: Ton BehrDe Vest 35555 XL Valkenswaard, the NetherlandsT: +31 (0)40 - 208 44 [email protected] workshop for maintenance, repair and damage repair of coaches, buses and other means of transport, with units in Leiden, Krimpen aan den IJssel, Leeuwarden and Sneek.

2014

VDL Bus & Coach Service Brabant B.V.Managing Director: Ton Behr De Vest 3 5555 XL Valkenswaard, the Netherlands T: +31 (0)40 - 208 44 60 [email protected] Specialist workshop for maintenance, repair and damage repair of coaches, buses and other means of transport, with units in Den Bosch and Tilburg.

2016

VDL Bus & Coach Service Limburg B.V.Managing Director: Ton Behr De Vest 3 5555 XL Valkenswaard, the Netherlands T: +31 (0)40 - 208 44 60 [email protected] Specialist workshop for maintenance, repair and damage repair of coaches, buses and other means of transport, with units in Maastricht, Venlo and Heerlen.

Electrical mobility

2015

VDL Enabling Transport Solutions B.V.Managing Director: Menno KleingeldDe Vest 115555 XL Valkenswaard, the NetherlandsT: +31 (0)40 - 208 44 00 [email protected] on research, development and testing of new possibilities, in particular for transport-related activities of VDL companies. The objective is to develop environmentally-friendly and innovative hardware and software solutions in the field of electric transport (E-mobility), battery technology, charging infrastructure, energy storage, automated guided vehicles (AGVs), and guidance and navigation technology.

2016

V-Storage B.V. Managing Director: Rob van Gennip / Theo ToussaintHoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 50 [email protected] joint venture between VDL Groep and Scholl Energy Control is aimed at innovations in the field of sustainable energy storage.

B U S E S & C O A C H E S

2008

VDL Bus & Coach Czech Republic s.r.o.Managing Director: Pavel SchlosserHaštalská 6/1072110 00 Praag, Czech RepublicT: +420 - 384 420 [email protected], after sales and parts for all VDL Bus & Coach products in the Czech Republic and Slovakia.

2008

VDL Bus & Coach South Africa (Pty) Ltd.Managing Director: Jan-Cees Santema8 Rudo Nell RoadBoksburg 1459, Johannesburg, South AfricaT: +27 (0)11 - 392 14 [email protected], after sales and parts for all VDL Bus & Coach products in South Africa.

2010

VDL Bus & Coach Serbia d.o.o. Beograd Managing Director: Branislav RadovanovićGandijeva 99d11070 Belgrado, SerbiaT: +381 (0)11 2166 [email protected], after sales and parts for all VDL Bus & Coach products in Serbia.

2012

VDL Bus & Coach Danmark A/S Managing Director: Anita Palm LaursenNaverland 21 2600 Glostrup, DanmarkT: +45 70 23 83 23 [email protected], after sales and parts for all VDL Bus & Coach products in Denmark.

2017

VDL Bus & Coach España S.L. Managing Director: Anno Dirksen Carretera Nacional II, Dir, Madrid Vía de Servicio KM 33,600 28805 Alcalá de HenaresMadrid, SpainT: +34 910 07 59 [email protected] www.vdlbuscoach.com Sales, after sales and parts for all VDL Bus & Coach products in Spain.

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Production automation systems

1995

VDL Steelweld B.V.Managing Director: Peter de VosTerheijdenseweg 1694825 BJ Breda, the NetherlandsT: +31 (0)76 - 579 27 [email protected], production, installation and service of robotised production automation systems with a wide range of handling, assembly and connection joining techniques for industrial applications including for the automotive industry. Also active in product development, prototype manufacture and production of special machines and series production of mechatronic modules and systems for applications in industrial vehicle technology such as automatic guided vehicles (AGVs) and agricultural vehicles.

1995

VDL Steelweld UKManaging Director: Darren Dowsett / Peter de VosUnit 3, The Barford ExchangeWellesbourne Road, Barford, Warwick, CV35 8AQ, United KingdomT: +44 (0)1926 - 62 47 [email protected], production, installation and service of robotised production automation systems with a wide range of handling, assembly and connection joining techniques for industrial applications including for the automotive industry. Also active in product development, prototype manufacture and production of special machines and series production of mechatronic modules and systems for applications in industrial vehicle technology such as automatic guided vehicles (AGVs) and agricultural vehicles.

F I N I S H E D P R O D U C T S

Agricultural systems

1989

VDL Agrotech B.V.Managing Director: Brian van HooffHoevenweg 15652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 55 [email protected] for intensive livestock keeping, including engineering and erection of complete turnkey projects. Drying technologies for manure and industrial applications.

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F I N I S H E D P R O D U C T S

1997

VDL Steelweld GmbHManaging Director: Erwin Timmer / Peter de VosMax Planck Straße 3850858 Keulen, Germany T: +49 (0)2234 - 988 23 110 [email protected], production, installation and service of robotised production automation systems with a wide range of handling, assembly and connection joining techniques for industrial applications including for the automotive industry. Also active in product development, prototype manufacture and production of special machines and series production of mechatronic modules and systems for applications in industrial vehicle technology such as automatic guided vehicles (AGVs) and agricultural vehicles.

2014

VDL Steelweld ABManaging Director: Peter de VosFlygfältsgatan 16A423 37 Torslanda, Göteborg, SwedenT: + 46 (0)733 90 90 [email protected], production, installation and service of robotised production automation systems with a wide range of handling, assembly and connection joining techniques for industrial applications including for the automotive industry. Also active in product development, prototype manufacture and production of special machines and series production of mechatronic modules and systems for applications in industrial vehicle technology such as automatic guided vehicles (AGVs) and agricultural vehicles.

2015

VDL Steelweld (Suzhou) Automotive Automation Production Line Co., Ltd.Managing Director: Peter de VosUnit A1505, 4th of Suzhou International Science ParkNo. 1355 Jinji Lake Avenue 215021, SIP Suzhou, ChinaT: +86 (0)512 8817 4337 [email protected], production, installation and service of robotised production automation systems with a wide range of handling, assembly and connection joining techniques for industrial applications including for the automotive industry. Also active in product development, prototype manufacture and production of special machines and series production of mechatronic modules and systems for applications in industrial vehicle technology such as automatic guided vehicles (AGVs) and agricultural vehicles.

2016

VDL Steelweld California LLCManaging Director: Mark Bakermans / Peter de Vos1880 Milmont DriveMilpitas CA 95035, USAT: +1 510 996 46 [email protected], production, installation and service of robotised production automation systems with a wide range of handling, assembly and connection joining techniques for industrial applications including for the automotive industry. Also active in product development, prototype manufacture and production of special machines and series production of mechatronic modules and systems for applications in industrial vehicle technology such as automatic guided vehicles (AGVs) and agricultural vehicles.

2016

VDL Steelweld Michigan LLCManaging Director: Mark Bakermans / Peter de Vos1095 Crooks Road - Suite 400Troy MI 48084, USAT: +1 248 781 81 41 [email protected], production, installation and service of robotised production automation systems with a wide range of handling, assembly and connection joining techniques for industrial applications including for the automotive industry. Also active in product development, prototype manufacture and production of special machines and series production of mechatronic modules and systems for applications in industrial vehicle technology such as automatic guided vehicles (AGVs) and agricultural vehicles.

2016

VDL Steelweld South Carolina LLCManaging Director: Mark Bakermans / Peter de Vos105 Corporate Drive Suite BSpartanburg, SC 29303, USAT: +1 804 275 80 [email protected], production, installation and service of robotised production automation systems with a wide range of handling, assembly and connection joining techniques for industrial applications including for the automotive industry. Also active in product development, prototype manufacture and production of special machines and series production of mechatronic modules and systems for applications in industrial vehicle technology such as automatic guided vehicles (AGVs) and agricultural vehicles.

2016

VDL Pinnacle Engineering India Pvt Ltd.Managing Director: Jayant Phatak9th Floor, Panchshil Tech Park 1 Next to Rahul Cinema, Shivajinagar Pune 411005, India T: +91 20 6741 4040 [email protected] joint venture between VDL Groep and Pinnacle Industries is aimed at engineering projects for production automation and product development for the automotive industry.

Sunbeds and car roof boxes

1996

VDL Hapro B.V.Managing Director: Dick van de LindeFleerbosseweg 334421 RR Kapelle, the NetherlandsT: +31 (0)113 - 36 23 [email protected], produces, assembles and distributes sunbeds for both the consumer market and professional tanning studios. Sales of accessories for the tanning market. Development, production and assembly of car roof boxes and bicycle carriers.

Heat exchangers

1998

VDL Klima B.V.Managing Director: Wim JenniskensMeerenakkerweg 305652 AV Eindhoven, the NetherlandsT: +31 (0)40 - 298 18 [email protected] www.vdlklima.com Development and production of heat exchangers (incl. air/air coolers, air/water coolers, box coolers, shell and tube heat exchangers) and ventilation systems for various applications such as electrical propulsion systems and power generators, transformers and converters.

1998

VDL Klima Belgium nvManaging Director: Wim JenniskensIndustriestraat 133930 Hamont-Achel, BelgiumT: +32 (0)11 - 80 47 [email protected] company of VDL Klima products.

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1998

VDL Klima France sarlManaging Director: Pascal PécuchetBusiness Park Bat H 87 Rue du Molinel 59700  Marcq en Baroeul, FrancekT: +33 (0)320 - 65 91 [email protected] and sales of heat exchangers and cooling units for the electromechanical industry and other industrial applications.

2000

VDL KTI nvManaging Director: William van HoutNijverheidsstraat 10Industrial Area II2400 Mol, BelgiumT: +32 (0)14 - 34 62 [email protected] and production of parts for industrial furnaces (convection/radiation), as well as complete furnace modules, pressure vessels, heat exchangers, skids and separation modules for the chemical, petrochemical, oil and gas industry. Production of high-voltage masts.

2003

VDL Delmas GmbHManaging Director: Jörg NeliusKienhorststraße 5913403 Berlijn, GermanyT: +49 (0)30 - 438 09 [email protected], production and delivery of heat exchangers, cooling units and related aggregates for industrial applications.

2017

VDL AEC Maritime B.V.Managing Director: Kevin KuijsMeerenakkerweg 305652 AV Eindhoven, the NetherlandsT: +31 (0)40 851 90 [email protected] in air cleaning. Develops and sells filter systems for ships. These so-called scrubbers filter sulphur particles and other particulate matter from the exhaust gases from ships’ engines.

Container handling equipment

1999

VDL Containersystemen B.V.Managing Director: Frans van DommelenIndustrieweg 215527 AJ Hapert, the NetherlandsT: +31 (0)497 - 38 70 50sales@vdlcontainersyst.nlwww.vdlcontainersystemen.comDevelopment, production, sales, repair and installation of hydraulic container handling systems (hooklift systems, skiploaders and cable and chain installations), container trailers and containers. Development, production, sales and repair of spreaders and automated guided vehicles (AGVs) for handling 20 - 45 feet ISO containers.

2001

VDL Containersysteme GmbHManaging Director: Frans van DommelenOberer Westring 2 33142 Büren, GermanyT: +31 (0)497 - 38 70 [email protected] and after sales of container handling equipment in Germany.

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F I N I S H E D P R O D U C T S

2014

VDL Translift B.V.Managing Director: Mathijs van der MastStaalwijk 78251 JP Dronten, the Netherlands T: +31 (0)321 - 38 67 00 [email protected] www.vdltranslift.nl Development, production, assembly, sales and services of waste collection systems. The company has its own line of innovative side-loader systems for optimisation of collection from above-ground and underground refuse containers.

Suspension systems

2001

VDL Weweler B.V.Managing Director: Dick AalderinkEcofactorij 107325 WC Apeldoorn, the NetherlandsT: +31 (0)55 - 538 51 [email protected], production and sales of air spring and axle lift systems for manufacturers of axles, trailers, trucks, buses and coaches.

2001

VDL Weweler Parts B.V.Managing Director: Danny OrgersKanaal Zuid 1207332 BD Apeldoorn, the NetherlandsT: +31 (0)55 - 538 04 [email protected] www.vdlwewelerparts.nlDistribution of high-quality technical components for trucks, trailers, semi-trailers and buses.

2001

VDL Weweler-Colaert nvManaging Director: Jacques ColaertBeneluxlaan 1-38970 Poperinge, BelgiumT: +32 (0)57 - 34 62 [email protected], production and sales of leaf and parabolic springs for the automotive industry. Distribution of high-quality technical components for trucks, trailers, semi-trailers and buses.

2001

Truck & Trailer Industry ASManaging Director: Øyvind StenersenPersveien 200581 Oslo, NorwayT: +47 (0)23 - 03 96 [email protected] from eight offices in Norway of VDL Weweler suspension systems and spare parts for trucks, trailers and buses.

Cigar-making and packaging machines

2003

VDL PMB-UVA B.V.Managing Director: Marius PontenLangendijk 105652 AX Eindhoven, the NetherlandsT: +31 (0)40 - 282 50 [email protected], production, sales and service for the packaging and tobacco industries. Vertical film packaging machines for food, animal feed and detergent sectors. Machines for cigar production and packaging.

2003

VDL USA, Inc.Managing Director: Bart van Lieshout8111 Virginia Pine Ct,Richmond VA 23237, USAT: +1 804 - 275 80 [email protected] and service of VDL products in North America.

Systems for the industrial sector

2007

VDL Industrial Products B.V.Managing Director: Carlos OoijenHoevenweg 35652 AW Eindhoven, the NetherlandsT: +31 (0)40 - 292 55 80info@vdlindustrialproducts.comwww.vdlindustrialproducts.comSales and service of components for dust extraction installations and bulk material handling such as modular tube systems, rotary valves, fans, cyclones, diverter and butterfly valves and vibrating conveyors. Also sales and service of complete systems for explosion and fire-protection of industrial processes and security solutions for buildings and sites.

Sales office

2010

VDL Middle East fzCo Managing Director: Rémi Henkemans 5WA (West Ring)Dubai Airport Free Zone,United Arab EmiratesSales, after sales and service of VDL products in the Middle East.

C O L O P H O N

Production and composition: VDL Groep, Communication Department

Design: studio FRIS, Chris van der Horst

Photography: Jacqueline de Haas

page 7: Transdev/Connexxion • Dion Verhulst • David de Jong

Print: Gielen Druk Print Webmedia

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