REG - Obrascon Huarte Lain - End of the Administrative Proceedings by the CNBV <Origin Href="QuoteRef">OHL.MC</Origin>

Obrascon Huarte Lain SAAnnouncement

29/03/2016 07:06

RNS Number : 3211T
Obrascon Huarte Lain, S.A.
28 March 2016
London Stock Exchange
Madrid, 28th March 2016
Dear Sirs,
OBRASCN HUARTE LAIN, S.A. ("OHL" or the "Company"), in compliance with the current legislation hereby reports the following: 
SIGNIFICANT EVENT
In this very same date OHL Mexico, S.A.B. de C.V. ("OHL Mexico"), subsidiary of the Company quoted on the Mexican Stock Exchange, has notified to the market a Significant Event reporting the end of the Administrative Proceedings initiated on 23rd October 2015 by the Mexican National Banking and Securities Commission (CNBV) against OHL Mexico and some of its management members notified through Significant Event N230069.
Within their notification, attached to this Significant Event for a more precise knowledge of the market, OHL Mxico reports that the Mexican National Banking and Securities Commission (CNBV) has notified their final resolutions of the Administrative Proceedings initiated on OHL Mxico, S.A.B de C.V., and their subsidiaries, finding no evidence of fraud or misconduct on their actions, no existence of any effect on the Mexican financial system or any third parties, and no recurrence in these actions by the Issuer or its Individuals. 
The resolutions set forth the following:
1) Although the CNBV considers that the guaranteed return accounting was inadequately recorded based on their interpretation of the IFRIC 12, given that: (i) the interpretation of the Company and their external auditors (as ratified by the main worldwide audit firms) differs from that of the CNBV, and (ii) considering that such accounting treatment has had no effect whatsoever on the Cash Flow Statements, the CNBV in order to promote the transparency to the investors, has agreed to the following:
 In all audited Financial Statements to be prepared from now onwards (including those of 2015) OHL Mxico will keep unchanged the accounting of the guaranteed return as a "financial asset", but will include in a Note to such Financial Statements for additional information purposes an explanation showing on a pro forma basis how those financial statements would look like if the guaranteed return had been accounted for as an "intangible asset". 
Additionally, OHL Mxico will work with their external auditors to propose to the CNBV a manner in which the accounting of the guaranteed returns shall be made considering the nature and terms of the concession titles, in order to find an interpretation of such accounting under IFRIC12 in a form reasonably acceptable to the CNBV.
 Taking into consideration the aforementioned mitigating circumstances, the CNBV has imposed administrative sanctions to the Issuers and Individuals.
2) With respect to information about traffic levels of the Issuer's concessions, the CNBV determined that there was an inconsistency in the description of one process included in the Principal Accounting Policies section of the companies, proceeding, after considering the aforementioned mitigating circumstances, to impose an administrative sanction on the Issuers. 
3) The CNBV determined that it had not received in all cases adequate supporting information of the accounting registries, and thus, after considering the aforementioned mitigating circumstances, has imposed an administrative sanction. 
4) With respect to the related parties transactions and their compliance with the Stock Markets Law (i.e.: Ley del Mercado de Valores, or LMV) as regards the approval procedures, the CNBV considered that it did not received in all cases sufficient supporting documentation evidencing the compliance with certain formal approval requirements in such authorization process, and thus, after considering the aforementioned mitigating circumstances, has imposed and administrative sanction on the Issuer.
As a summary of the above, the imposed administrative sanctions have reached a total aggregate amount of 71.7 million of Mexican Pesos (equivalent to approximately 3.7 million Euros), of which 24.6 million of Mexican pesos (approximately 1.2 million Euros) correspond to OHL Mxico, S.A.B. de C.V.
Regarding the accounting of the guaranteed return in the Consolidated Annual Accounts of the OHL Group, considering all the above (i.e.: the favorable audit reports from Deloitte, and the specific reports issued by the remaining worldwide audit firms coincident with OHL's interpretation), OHL Group will apply the accounting treatment already reported to the Spanish CNMV in the response to the CNMV's request dated 25th September 2015 which is available on the "Informacin adicional facilitada por el emisor a requerimiento de la CNMV" section of the CNMV's website.
Yours faithfuly,
Jos Mara del Cuvillo Pemn
Vice-Secretary of the Board of Directors
Mexico City, Mexico, March 28, 2016 - Pursuant to paragraph b), Section V of Article 50 of the General Rules Applicable to Issuers of Securities and Other Participants of the Securities Market (the "CUE") and in connection with the press release dated October 25, 2015, OHL Mxico, S.A.B. de C.V. (the "Company") announced today that on March 15 and March 23, 2016, the Mexican National Banking and Securities Commission (the "CNBV") notified the Company of the CNBV's resolutions related with the previously announced administrative proceedings (the "Administrative Proceedings") initiated against the Company, its subsidiaries: Organizacin de Proyectos de Infraestructura, S.A.P.I. de C.V. ("OPI") and Concesionaria Mexiquense, S.A. de C.V. ("Conmex", and together with the Company and OPI, the "Issuers"), and the Chief Executive Officer, Chief Financial Officer and General Counsel of each of the Issuers (collectively, the "Individuals").
The CNBV advised the Company that (i) it found no evidence of fraud or misconduct on the part of the Issuers or the Individuals and that actions taken by the Issuers and the Individuals did not result in any effect on the Mexican financial system or third parties, and (ii) neither the Company nor the Individuals had incurred in recurrent actions leading to sanctions from the CNBV. Throughout the course of the Administrative Proceedings, the Company cooperated fully with the CNBV.
The CNBV's findings are the following:
1. With respect to the Company's application of general accounting principles (recognized by the CNBV) to certain entries related with the guaranteed return for its toll road concessions, the CNBV considered that the Issuers had inadequately recorded the guaranteed return for their toll road concessions based on their interpretation of IFRIC 12 (Service Concession Arrangements). After considering all of the facts and circumstances mentioned above, the CNBV imposed for this infraction an administrative sanction on the Issuers and the Individuals.
However, given that the interpretation of the Issuers and their external auditors of the accounting for the guaranteed return under IFRIC 12 differs from that of the CNBV, in order to promote transparency and provide comparable financial information to investors, and considering that the Issuers' accounting for the guaranteed return did not have any effect on the cash flows of the Issuers, on March 23, 2016, the CNBV notified the Issuers its acceptance of the following procedure to determine the manner in which such accounting should be made: 
The Issuers shall work with their external advisors on a proposal of the manner in which the accounting for the guaranteed return shall be made considering the nature and terms of the concessions titles with guaranteed return, in order to find an interpretation of such accounting under IFRIC 12 in a form reasonably acceptable to the CNBV. While the appropriate form of accounting is defined:
(i) the Issuers shall continue to account for the guaranteed return as a "financial asset" based on their interpretation of IFRIC 12 in their 2015 financial statements, but the Issuers shall include in a Note to such financial statements, for comparative purposes only, financial information accounting for the guaranteed return in a manner consistent with the CNBV's interpretation of IFRIC 12;
(ii) the Issuers shall continue to account for the guaranteed return as a "financial asset" based on their interpretation of IFRIC 12 in their 2015 annual report's financial statements as of and for the three years ended December 31, 2015 pursuant to Article 33 of the CUE, but the Issuers shall include in a Note to such financial statements and in the "Selected Financial Information" section of such report, for comparative purposes only, financial information accounting for the guaranteed return in a manner consistent with the CNBV's interpretation of IFRIC 12; and
(iii) the Issuers shall continue to account for the guaranteed return as a "financial asset" based on their interpretation of IFRIC 12 in their interim and year-end financial statements commencing on the first quarter of 2016, but the Issuers shall include in a Note to such financial statements, for comparative purposes only, financial information accounting for the guaranteed return in a manner consistent with the CNBV's interpretation of IFRIC 12. The above until the appropriate form for accounting of the guaranteed return in the Issuers financial statements in accordance with IFRIC 12 is defined. 
2. With respect to traffic levels of the Company's concessions, the CNBV determined that there was an inconsistency in the description of one process included in the "Principal Accounting Policies" section of the Issuers' financial statements as compared with the rest of the information disclosed by the Issuers. After considering all of the facts and circumstances mentioned above, the CNBV imposed for this infraction an administrative sanction on the Issuers and the Individuals.
3. With respect to supporting documentation of certain expense entries of the Company, the CNBV determined that it had not received the corresponding documentation in all cases. After considering all of the facts and circumstances mentioned above, the CNBV imposed for this infraction an administrative sanction on the Company and the Individuals employed by the Company.
4. With respect to the authorization process for certain transactions with related parties, the CNBV determined that it had not received sufficient supporting documentation evidencing the Company's compliance with certain formal requirements in such authorization process. After considering all of the facts and circumstances mentioned above, the CNBV imposed for this infraction an administrative sanction on the Company. No individual was involved in this Administrative Proceeding.
After considering all of the facts and circumstances, in particular the lack of any fraud or misconduct; that actions taken by the Issuers and the Individuals had not resulted in any adverse effect on the Mexican financial system or investors; and the fact that the Issuers and the Individuals had never previously been sanctioned by the CNBV, the administrative sanctions described above consisted in fines imposed by the CNBV in the amount of (i) Ps.$24.6 million with respect to the Company, (ii) Ps.$18.6 million with respect to OPI, (iii) Ps.$18.3 million with respect to Conmex, and (iv) Ps.$10.2 million, in the aggregate, with respect to Individuals that continue to be employed by the Issuers.
The information contained herein is solely disclosed to comply with the Company's disclosure obligations pursuant to the Mexican Securities Market Law and the CUE and for informational purposes only, and therefore should not be construed as an adoption, admission, consent to or conclusion of any other of similar nature by the Issuers or the Individuals of the CNBV's findings or allegations with respect to the Administrative Proceedings.
Forward-Looking Statements
This release may contain certain "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995. These statements are based on our current expectations and assumptions regarding our business, the economy, actions by regulatory authorities and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Therefore, you should not rely on any of these forward-looking statements. All statements contained herein that are not clearly historical in nature are forward-looking and the words "estimate", "anticipate", "plan" and similar expressions are generally intended to identify forward-looking statements. Forward-looking statements are based only on information currently available to us and speak only as of the date hereof. We undertake no obligation to (and expressly disclaim any such obligation to) publicly update or alter these forward-looking statements whether as a result of new information, future developments or otherwise. 
About the Company
OHL Mexico is one of the principal transportation infrastructure concession operators in the private sector in Mexico and is the leading toll road operator in Mexico City's greater metropolitan area in terms of number of concessions and kilometers of toll road in operation and under concession. OHL Mexico's asset portfolio includes seven toll road concessions and an airport. Of the toll roads, five are fully operational and two are in pre-construction phases. Toll road concessions are strategically located to meet basic transportation needs in the highest traffic urban areas in Mexico City, the State of Mexico and the State of Puebla. OHL Mexico holds a 49% stake in the concession to operate the Toluca Airport, which is the second largest airport in the greater metropolitan region of Mexico City. OHL Mexico commenced operations in 2003, and is controlled by OHL Concesiones S.A.U., one of the world's largest companies in the transport infrastructure sector based in Spain. For more information, please visit OHL Mexico's website at:www.ohlmexico.com.mx.

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