Basic HTML Version
15
FINANCIAL STATEMENTS, MANAGEMENT AND CORPORATE GOVERNANCE REPORT.
2011
Corporate transactions
On 27 July 2011, the merger of Agencia deTelevisión Latino-Americana de Servicios y Noticias España, S.A.U., Sociedad
GeneralTV Cuatro, S.A.U. and Compañía Independiente de Noticias deTelevisión, S.L. by Mediaset España Comunicación,
S.A. was registered with the Madrid Mercantile Registry. Mediaset España Comunicación, S.A. was the sole shareholder
of these companies.The merger was authorised by the Board of Directors on 22 July 2011.
As a result of the merger, Agencia de Televisión Latino-americana de Servicios y Noticias España, S.A.U, Sociedad
General de Televisión Cuatro, S.A.U, and Compañía Independiente de Noticias Televisión, S.L, were extinguished and all
their assets transferred to Gestevisión Telecinco, S.A, now Mediaset España Comunicación, S.A., based on the merger
balance sheets at 31 December 2010. Mediaset España Comunicación, S.A. assumed all their rights and obligations
without reservation, exception or limitations as established by law according to the terms of the merger agreement and
as laid out in Ar ticles 30 et seq of Law 3/2009, of 3 April, on structural modifications of commercial companies.
The merger took effect for accounting purposes on 1 January 2011.
The Company has a detailed list of the assets received in the merger and the acquisition date of each.
In respect of the aforementioned takeover and merger, the Company elected to apply the option set for th in Chapter
VIII,TitleVII of the revised Spanish Corporation Law, approved by Royal Legislative Decree 4/2004 of 5 March, regarding
mergers, spin-offs, contributions of assets and exchanges of securities.
2. BASIS OF PRESENTATION OF THE FINANCIAL STATEMENTS
The financial statements have been prepared in accordance with Spanish GAAP enacted by Royal Decree 1514/2007
of 16 November, which was amended by Royal Decree 1159/2010, of 17 September and all prevailing mercantile law.
The figures shown in these financial statements are presented in thousands of euros unless otherwise indicated.
True and fair view
The accompanying annual financial statements have been prepared from the Company’s accounting records in accordance
with prevailing accounting legislation in order to give a true and fair view of the equity, financial position and results of
the Company, as well as the cash flows repor ted in the cash flow statement.
These financial statements have been prepared by the directors of the Company and will be submitted for approval by
the shareholders in general meeting. It is expected that they will be approved without modification.
Comparative information
Thus, in accordance with mercantile law, for comparative purposes the Company has included the 2010 figures in
addition to those of 2011 for each item of the balance sheet, of the income statement, of the statement of changes in
equity, of the cash flow statement and the of Notes thereto.The notes to the financial statements also include quantitative
information from the previous year, except when an accounting standard specifically establishes this as unnecessary.
The merger explained previously must be considered when comparing the figures for 2011 with those of 2010.