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The VPS Group
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VPS Holding Group
Profit and Loss Account
VPS Holding Group
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VPS Holding Group
Equity Capital Statement
VPS Holding Group
Funds Flow Statement
VPS Holding Group
Notes to the Accounts
VPS Holding Group
Profit and Loss Account
VPS Holding ASA
Balance Sheet
VPS Holding ASA
Funds Flow Statement
VPS Holding ASA
Notes to the Accounts
VPS Holding ASA
Auditor's Report VPS Holding
Group & VPS Holding ASA
Supervisory Committee's Report
Registrations at 31 December
Shareholder Information
Corporate Governance
Governing Bodies


NOTES TO THE ACCOUNTS 2005
VPS HOLDING ASA


ACCOUNTING PRINCIPLES
The annual accounts have been prepared in conformity with the Accounting Act and Norwegian GAAP. The Group accounts have been prepared under IFRS and are presented separately above.

VPS ASA and Manamind AS are wholly-owned subsidiaries of VPS Holding ASA. The shares of both companies are valued using the cost price method.

VPS Holding ASA follow the provisional Norwegian Accounting Standard for tax on earnings. Taxes are expensed as they accrue, i.e. the tax charge is related to the pre-tax accounting profit. Taxes comprise payable tax and changes in deferred tax/deferred tax assets. Payable tax is the amount to be paid on the current period’s taxable profit. Deferred tax assets are income tax that will be returned in future periods.

VPS Holding ASA complies with the provisional Norwegian Accounting Standard for funds flow statements, indirect model.

Historical cost is the main principle employed when preparing the accounts. Cost price is employed to value NOS ASA shares in the company accounts, whereas fair value/market value is employed to NOS ASA shares in the consolidated accounts.

Provision for dividends and group contributions from subsidiaries are taken to income in the accounts. The proposal for distribution of dividends is presented under Norwegian GAAP in the parent company’s accounts and is provisioned under short-term liabilities.

Unless otherwise stated, all figures in the Notes are given in whole thousands of NOK.

NOTE 1 – SALARIES AND ADMINISTRATION EXPENSES
VPS Holding ASA is a pure holding company and has no employees. All personnel are employed at the operating companies VPS ASA and Manamind AS. The company’s tasks are performed by employees of VPS ASA, and for this work an administration contribution is calculated which is charged to the accounts. The administration contribution includes a portion of salary expenses and other administrative expenses.


NOTE 2 – REMUNERATION TO THE BOARD OF DIRECTORS, CEO AND AUDITOR
VPS Holding ASA and VPS ASA have the same Board of Directors, president/CEO and auditor. Their remuneration is paid by VPS ASA, and VPS Holding’s share of these expenses is included in the imputed administration contribution. See Note 1 in the Group accounts.


NOTE 3 – ASSETS AND LIABILITIES BETWEEN INTRA-GROUP COMPANIES

Assets
2005
2004
VPS ASA
188
Group contribution received
2 006
Dividends from subsidiary
130 000
72 800
Total assets
132 194
72 800
Liabilities
VPS ASA (long-term)
32 576
VPS ASA (short-term)
844
2 263
Total liabilities
33 420
2 263


NOTE 4 – SHARES IN SUBSIDIARIES

Company
Acquisition date
Acquisition cost
Book value
VPS ASA
07.02.2003
110 113
110 113
Manamind AS
11.10.2004
15 000
15 000


Shares in subsidiaries are incorporated in the company accounts using the cost price method. VPS Holding’s ownership interest and voting entitlement in the subsidiaries is 100% and the voting entitlement corresponds to the ownership interest. The registered address of both companies is Biskop Gunnerus’ gate 14A, 0185 Oslo.


NOTE 5 – EQUITY INVESTMENT

Company
Acquisition
date
Average
acquisition cost
Acquisition
cost
Book value
per share
NOS ASA
18 Jan. 2005
9,03
41 271
41 271

Investments were made in the shares of NOS ASA in 2005. At year-end the holding amounted to 19.06%, equal to the voting entitlement. The shares were incorporated using the cost price method.


NOTE 6 – TAXES
31.12.2005

31.12.2005
The tax charge for the year was arrived at as follows:
Ordinary result before tax charge
130 541
Dividends received
(130 000)
Group contribution received
(2 006)
Taxable income for the year
(1 466)
Deficit to be carried forward
(541)
Taxable income/(Deficit to be carried forward)
(2 006)
Group contribution taken to income
2 006
Tax 28%
0
Total payable tax
0


Specification of basis for deferred tax
01.01.2005
31.12.2005
change
Timing differences
0
0
0
Deficit to be carried forward
(0)
(541)
(541)
Basis for calculation of deferred tax benefit
(0)
(541)
(541)
Deferred tax / (Deferred tax assets)
(0)
(151)
(151)


NOTE 7 – EQUITY CAPITAL

Share capital
Share premium account
Other equity
Total
Equity capital at 01.01.2005
50 000
61 113
29 934
141 047
Result
130 541
130 541
Provisioned dividends
(80 000)
(80 000)
Equity capital at 31.12.2005
50 000
61 113
80 474
191 587


NOTE 8 – SHARE CAPITAL
See Note 18 in the consolidated accounts.


NOTE 9 – PROFIT PER SHARE

Profit per share is arrived at as follows:
2005
2004
2003
Post-tax profit, VPS ASA Holding
130 546
70 419
16 008
Number of shares
5 000
5 000
5 000
Profit per share
26,10
14,08
3,20
Dividends
Based on the result for 2005, the Board of Directors recommends that a dividend of NOK 16 per share be paid in 2006, altogether totalling NOK 80 million. Dividends are classified as short-term liabilities in the balance sheet.




Aksjer i datterselskap er i selskapsregnskapet innarbeidet etter kostprismetoden. VPS Holding sin eier- og stemmeandel i datterselskapene er 100% og stemmeandel tilsvarer eierandel. Begge selskapene har forretningsadresse Biskop Gunnerus’ gate 14A, 0185 Oslo.