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Notes concerning the Consolidated
Financial Statement and the Annual
Financial Statement
I. General information
The consolidated financial statement and the annual
financial statement of Koelnmesse GmbH have been
drawn up in accordance with the provisions of the
German Commercial Code and the law concerning
limited liability companies.
The following notes pertain to both the consolidated
financial statement and the annual financial
statement of Koelnmesse GmbH. Unless specifically
noted otherwise, these remarks pertain to both
financial statements.
Koelnmesse GmbH is a large joint stock company as
defined by German commercial law (§ 267 par. 3
HGB).
The income statements were drawn up in accord-
ance with the gross cost method as laid down in
§ 275 par. 2 HGB. The
“
material expenses” item was
renamed
“
event-related expenses”, as is usual for the
trade fair sector.
The German subsidiary included in the consolidated
financial statement, Koelnmesse Ausstellungen GmbH,
avails itself of the exemption clause for subsidiaries
in § 264 par. 3 HGB and thus waives the filing of an
annual financial statement.
II. Scope of consolidation
In addition to Koelnmesse GmbH, one German and
eight foreign companies were also included in the
consolidated financial statement in accordance with
the regulations of full consolidation.
The scope of consolidation encompasses the
following companies, in the case of each of which
Koelnmesse GmbH either directly or indirectly owns
100% (exception: Koelnmesse YA Tradefair Private
Limited, Mumbai: 75%) of the capital stock:
− Koelnmesse Ausstellungen GmbH, Köln
− Koelnmesse S.r.l., Milano
− Koelnmesse Inc., Chicago
− Koelnmesse Pte. Ltd., Singapore
− Koelnmesse Ltd., Hong Kong
− Koelnmesse Co. Ltd., Beijing
− Koelnmesse Co. Ltd., Tokyo
− Koelnmesse Co., Ltd., Bangkok
− Koelnmesse YA Tradefair Private Limited, Mumbai
Koelnmesse YA Tradefair Services Private Ltd.,
Mumbai, has drawn up an interim financial state-
ment for the calendar year, as the local financial
reporting closing date for that company is 31 March.
The closing date is the same for the financial
statements of all of the other included companies,
as well as for the consolidated financial statement.
The holding of Koelnmesse GmbH in KölnKongress
GmbH, Cologne, was not consolidated (share of
capital stock: 49%). A specific agreement regulating
the relation of financial, economic and organisation-
al dependence between the controlled and the
controlling company is in effect between the
primary shareholder and KölnKongress GmbH. Under
this agreement, the shareholder Koelnmesse GmbH
does not have a claim to distribution of profits.
These are reserved solely for the controlling
shareholder of KölnKongress GmbH. The holding is
therefore not consolidated according to either
§310 HGB or §§ 311, 312 HGB.
The holding of Koelnmesse Co., Ltd., Bangkok, in
Expolink Global Network Limited, Bangkok (49%),
was not included at equity in the consolidated
financial statement because the former has no
major influence on the latter
’
s business policies,
even though more than 20% of the voting rights are
held.
On 16 December 2014, Koelnmesse GmbH estab-
lished the Brazilian subsidiary Koelnmesse Organ-
ização de Feiras Ltda., Rio de Janeiro. Inclusion in the
consolidated financial statements was waived in
light of subordinate importance, in application of
§ 296 par. 2 HGB.