Consultancy and Engineering

Annual Report 2008 DHV Group

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16 Jan NACO acquires large airport contract in Taiwan28 Jan DHV and Delcan conduct feasibility study for an integrated Traffic Management System in Bulgaria4 Feb SSI and Delcan win Intelligent Transportation Systems project in Johannesburg, South Africa29 Feb Terminal 3 of Beijing Capital International Aiport opens, a NACO, Foster+Partners, and ARUP project4 March DHV and building consultant Infocus (the Netherlands) join forces14 March DHV Group and mining consultant Turgis (South Africa) join forces27 March TAQA Energy awards DHV contract for Permitting and EIA for underground gas storage, the Netherlands31 March DHV and the Dutch municipality of Nijmegen sign large Asset Management contract13 April DHV is main sponsor of a weekend school for underprivileged youth in Amersfoort, the Netherlands14 April Delcan and DHV work together on flood protection for the Canadian city of Surrey21 April DHV wins high profile design competition for a new coastal city in Caofeidian, China19 May DHV Group strengthens position in the Polish market with water consultant Hydroprojekt28 May DHV Group signs Dutch Charter Talent to the Top to increase the number of women at top level29 May ICT rollout completed for Europe and Asia offices11 June CR Report 2007: DHV Group is the first engineering consultancy to comply with GRI+ standard23 June DHV wins contract to design new solar cell plant for Photovoltech in Belgium16 July Polish Undersecretary Rapciak opens Expressway S7 Bialobrzegi-Jedlinsk, designed by DHV 1 Aug DHV Group joins the United Nations Global Compact6 Aug SSI wins the Engineering Excellence Award for its Biovac Institute clean room project in South Africa2 Sep NACO and SSI to supervise the major upgrade of Maun Airport in Botswana11 Sep DHV becomes preferred supplier to Rabobank Nederland7 Oct Launch of the DHV Group Share Plan for employees: more than 200,000 depositary receipts purchased8 Oct Russian Prime Minister Putin inaugurates the St. Petersburg Flood Protection Barrier’s shipping canal 29 Oct Dutch Prime Minister Balkenende visits DSM's green China Campus, designed by DHV1 Nov The Group strengthens its North American aviation profile with InterVISTAS17 Nov Delcan receives the Best of ITS Award for its Lake County Passage Project in Illinois, USA28 Nov Dutch Tunnel Rodenrijsevaart wins European Concrete Award11 Dec DHV delivers the designs for 14 new fishing harbors in Ghana18 Dec President Mubarak of Egypt inaugurates terminal 3 in Cairo airport, designed by NACO and ECG

For more information on the projects illustrated on the cover please refer to the Projects section on pages 27-37.

Highlights 2008

2008 was a remarkable year for the DHV Group. In the first six months an overheated market pushed the limits of growth, whereas in the second half of the year economies shrank. We were nevertheless able to continue to grow and meet goals in the areas of internationalization, innovation, and corporate responsibility. We grew to over 5,000 staff members and are proud of the more than 10,000 projects and assignments executed.

28-1 Sofia TMS

29-10 DSM Campus

29-2 Beijing Airport

21-4 Eco-city China

8-10 St. Petersburg

28-11 Rodenrijseweg

Key Figures 2

Profile 4

Report of the Supervisory Board 6

Report of the Executive Board 8 Strategy and Policy 9 Main Developments of 2008 12 Financial Performance 2008 16 Prospects for 2009 17

Developments in our Global Network 19

Projects; Connect & Deliver 27 Transportation 28 Spatial Planning and Environment 30 Water 32 Building and Industry 34 Aviation 36

Financial Statements 2008 38 Consolidated Balance Sheet 38 Consolidated Profit and Loss Account 39 Consolidated Statement of Changes in Equity 40 Consolidated Cash Flow Statement 41 Summary of Significant Accounting Policies 42 Notes to the Consolidated Financial Statements 46 Company Balance Sheet 58 Company Profit and Loss Account 58 Notes to the Company Financial Statements 59 Other Information 64

Risks and Risk Management 67

Shareholding Structure 70

Structure and Management DHV Group 71

Addresses 72

Colophon 73

Corporate GovernanceThe DHV Group is guided by the Dutch Corporate Governance Code, inasmuch as it applies to DHV Holding B.V. as a private, unlisted company. Exceptions to the Code’s principles and best practice provisions are listed in our Corporate Governance Report. The Report and further information concerning the DHV Group’s Code of Conduct, whistle-blower scheme, and regulations for the Executive Board, Supervisory Board, and Audit Committee can be found at www.dhv.com/corporategovernance

Contents

2 Key Figures

0

10

20

30

40

50

60

70

2004 2005 2006 2007 2008

2004 2005 2006 2007 20080

1

2

3

4

5

6

7

8

9

10

2004 2005 2006 2007 20080

100

200

300

400

500

2004 2005 2006 2007 2008

Workforce

0

1,000

2,000

3,000

4,000

5,000

6,000

42

31

18

9

2323

5

26

53

18

12

12

5

23

229.0

269.4 274.8

325.3

229.1

50.8

58.3 59.963.2

49.3

3.7

7.3

6.0

9.4

4.1

2,171

1,883

2,055

2,298

2,196

2,534

3,030

2,290

2,275

1,878

4,0544,353

4,730

5,320

4,153

300.6

351.6

395.0

467.7

294.1

Shareholders’ equity( millions)

Net profit( millions)

Net turnover and Added value( millions)

Net turnoverAdded value

The NetherlandsOutside the Netherlands

Turnover by client group Turnover by market Turnover by region

The NetherlandsAfricaEurope (excl. the Netherlands)AsiaNorth America

WaterTransportationSpatial Planning and EnvironmentBuilding and IndustryAviation

GovernmentIndustryPublic utilitiesInternational Development Agencies

(%) (%) (%)

3Key Figures

Key Figures

Net turnover

Added value

Results

Operating profit before profit sharing and goodwill

Profit sharing

Operating profit before goodwill

Net profit

Return on average shareholders’ equity (%)

Operating margin before goodwill (%)

Earnings per share (e)

Dividend per issued class B share (e)

Capital employed

Total assets

Long term capital

Shareholders’ equity

Group equity

Group equity as a percentage of total assets (%)

Financial position

Net working capital

Cash flow

Change in net cash

Workforce

Staff costs

Number of staff (ultimo)

(€ millions, unless otherwise stated)

294.1

229.1

11.4

1.9

9.5

4.1

8.5

4.1

0.76

0.30

144.0

81.1

49.3

50.0

34.7

23.2

12.2

-1.8

153.4

4,153

300.6

229.0

7.7

1.4

6.3

3.7

7.3

2.7

0.68

0.25

137.4

83.7

50.8

51.3

37.4

26.7

10.6

0.3

160.1

4,054

351.6

269.4

17.0

3.8

13.2

7.3

13.4

4.9

1.39

0.50

163.4

90.7

58.3

59.7

36.5

20.1

14.8

15.0

180.1

4,353

395.0

274.8

18.9

5.9

13.0

6.0

10.2

4.7

1.24

0.45

191.7

96.4

59.9

61.7

32.2

19.9

12.8

-9.6

186.5

4,730

467.7

325.3

27.6

6.8

20.8

9.4

15.3

6.4

1.97

0.70

231.9

99.8

63.2

65.3

28.2

26.2

19.0

-23.6

209.8

5,320

DefinitionsAdded value Operating income less cost of work subcontracted and other external cost Operating margin Operating profit / Added valueEarnings per share Net profit / Number of ordinary shares issued Net working capital Current assets less current liabilities (excluding cash and cash equivalents less amounts owed to credit institutions)Cash flow Net profit plus amortization and depreciationChange in net cash Movement in cash and cash equivalents less amounts due to credit institutions

* The 2006 figures include 18 months' results of the Africa region.

200420052006*20072008

Profile

4

The DHV Group is a global provider of consultancy and engineering services in the following markets:• Transportation, including Aviation• Water• Building and Industry• Spatial Planning and Environment

Mission Our mission is to provide multidisciplinary services for the sustainable development of our living environment, in a close relationship with clients, employees, and partners, based on mutual loyalty, while providing a solid return to our shareholders.

VisionWe aim to be a leading international engineering consultancy firm, active in both public and private sectors, open to partnerships based on shared values.

ClientsOur major clients are:• Governments • Public Sector and Semi-Government • Industry, Commercial Services, Contractors, and

Developers • International Development Agencies

Key valuesOur key values are integrity, respect and freedom. We act with a deep commitment to social responsibility, integrity and accountability. Our activities are characterized by respect for others and the environment. We promote empowerment, coupled with strong personal and professional responsibility. We welcome different perspectives and support freedom of thought and action. We are an independent company and signatory to the United Nations Global Compact and the Partners Against Corruption Initiative (PACI) of the World Economic Forum.

Added valueClients call on us to achieve their ambitions through projects and partnerships. We provide our services with passion and pride, adding value through:• Reliable quality performance, delivered on time and within

budget.• An understanding of the clients needs and respect for their

stakeholders.• State of the art expertise and innovative solutions.• Local delivery of world-class solutions.

5Profile

ServicesWe develop innovative concepts in consultancy and engineering. Services cover the entire project cycle and include:• Business and Policy Consultancy • Technical Advice • Planning • Design and Engineering • Program, Project, and Construction Management • Project Development and Turnkey Delivery • Operations Management • Asset Management

Expertise PositionsLooking to client needs, we focus on:• Airports• Highways, Bridges, and Tunnels • Intelligent Transport Systems • Mass Transit and Rail • Urban and Regional Planning • Environmental Management • Buildings • Marine, Ports and Waterways • Water Management• Water Treatment

We are active worldwide through a network of local offices in Europe, Asia, Africa, and North America. Operations in the following home countries account for the greater part of our total turnover:• Europe: The Netherlands, Poland, and Portugal• Asia: China, India, and Indonesia• Africa: South Africa• North America: Canada and the United States of America

Key Figures 2008Net turnover € 468 millionNet profit € 9.4 million

Staff and Offices by RegionEurope 2,899 in 19 officesAsia 815 in 10 officesAfrica 1,015 in 25 officesNorth America 591 in 19 officesTotal 5,320in73offices

Report of the Supervisory Board

Recommendations to the Annual Shareholders’ Meeting

We have pleasure in presenting the DHV Group Annual Report for 2008. The annual accounts were prepared by the Executive Board and audited by PricewaterhouseCoopers Accountants of the Netherlands. The annual accounts were signed following discussion with the Executive Board and the external accountants. We support the proposal of the Executive Board to distribute a cash dividend of € 0.70 (2007: € 0.45) per depositary receipt of issued B shares from the 2008 profits. We recommend that the annual accounts for 2008 be approved as well as the incorporated dividend proposal. Lastly, we call on you to discharge the Executive Board from liability for its management, and the Supervisory Board for its supervision during the 2008 financial year.

A.B.M. van der PlasSeen van der Plas (b. 1938, Dutch) joined the DHV Group Supervisory Board in 1998. His current term of office will expire in 2010. Mr Van der Plas is chairman of the Supervisory Board of the Netherlands Research School on Transport, Infrastructure and Logistics TRAIL (a collaborative initiative of five Dutch universities), board member of the Next Generation Infrastructures Foundation (a large international consortium of knowledge institutions, market players and governmental bodies), and member of the Supervisory Board of the Rotterdam Philharmonic Orchestra.

W. van VonnoWim van Vonno (b. 1941, Dutch) joined the DHV Group Supervisory Board in 2006. He has been Chairman since 2007. His current term of office will expire in 2010. Mr Van Vonno is Chairman of the Supervisory Boards of Convest, and Van Nieuwpoort, and a member of the Supervisory Boards of Van Oord, Optimix Investment Funds, Van Boldrik Group, AM, Royal BAM Group, SADC, Bank for the Construction Industry, and Mammoet Holding. He is also a member of the Investment Committee of NPM Capital, member of the Boards of ING Continuity Foundation, Foundation Protection TNT, and OPG Preferential Stock Foundations. Furthermore he is Arbitrator at the Stichting Raad van Arbitrage voor Metaalnijverheid en -Handel, member of the Executive Board of NEN, President of the Advisory Council of AKD Prinsen van Wijmen, and President of the Nomination Committee Dockwise.

J.H.M. LindenberghHessel Lindenbergh (b. 1943, Dutch) joined the DHV Group Supervisory Board in 2003. His current term of office will expire in 2011. Mr Lindenbergh is chairman of the Supervisory Boards of Fortis Bank Nederland, NIBC, Agendia, and the Bank for the Construction Industry. He is also member of the Supervisory Boards of the University of Amsterdam in the Netherlands, Gamma Holding, Ortec International, Doctors Pension Funds Services, and Zeeman Group. He is also member of the Boards of Stichting Vopak, Foundation Protection TNT, and Wolters Kluwer Preference Shares Foundation.

A.P.M. van der PoelArthur van der Poel (b. 1948, Dutch) joined the DHV Group Supervisory Board in 2004. His current term of office will expire in 2012. Mr Van der Poel is chairman of the Supervisory Board of semiconductor equipment manufacturer ASML, member of the Board of smartcard company Gemalto, and member of the Supervisory Board of Dutch soccer club PSV.

S.M. DekkerSybilla Dekker (b. 1942, Dutch) joined the DHV Group Supervisory Board in 2007. Her current term of office will expire in 2011. Mrs Dekker is former Netherlands Minister of Housing, Spatial Planning and the Environment. She is a member of the Supervisory Boards of the Bank Nederlandse Gemeenten (a bank of and for local authorities and public sector institutions), AKZO Nobel Nederland, Kristal, and DNC. She chairs the Strategic Advisory Council of TNO Built Environment and Geosciences and the Supervisory Councils of the Antillean Co-Financing Organization and the Dutch Diabetes Fund. She is also member of the Supervisory Council of the Knowledge for Climate Research Program, and President of the Dutch Taskforce Talent to the Top and the Committee Fundamental Exploration Building.

6

Report for 2008Supervisory Board Meetings During 2008, the Supervisory Board met with the Executive Board and the Director of Finance & Control on six occasions – the external accountants also attended when the first half year and annual figures were discussed. All board members had a good record of attendance. Ongoing matters were also regularly discussed by the Chairmen of the Supervisory and the Executive Boards outside the context of these meetings.

The DHV Group’s strategy for the longer term was considered at several meetings. Discussions were based on the Corporate Policy Paper, which sets out the corporate objectives and attendant risks. In 2008, the Supervisory Board gave particular attention to the strategic positioning of the DHV Group, the roll-out of the ICT network and the replacement of the business information system. The financing policy of the Group and risk management policy were reviewed. As in previous years, the Supervisory Board conducted an assessment of the suitability for senior management positions of internal candidates.The Board approved the acquisitions of Turgis in South Africa, InterVISTAS in Canada, Hydroprojekt in Poland, and Infocus in the Netherlands.

Audit Committee Meetings The Audit Committee, consisting of Mr Lindenbergh and Mr Van der Plas, met on four occasions. The first meeting dealt with the annual accounts for 2007 and the budget for 2008, the second with the first half year figures and the share price for the first trading round under the new share plan. The third meeting considered the accountants’ Audit Service Plan and the ICT report. The fourth meeting was dedicated to the budget for 2009. In addition, the Committee reviewed progress reports on the outsourced ICT, the replacement of the business information system, and the Internal Audit annual report.

Internal Deliberations The board members met twice to discuss their Board’s own performance and the contribution of each member, and to assess the Board’s composition. They also discussed the performance, composition, and remuneration of the Executive Board. The supervisory directors concluded that the Supervisory Board is properly constituted and that its members possess the desired competencies. All the supervisory directors are ‘independent’ as provided in best

practice provision III.2.2 of the Dutch Corporate Governance Code. Mr Lindenbergh is ‘financial expert’ as provided in best practice provision III.3.2 of the code; and Mr Van der Plas is Deputy Chairman of the Supervisory Board. In the judgment of the Supervisory Board, the Executive Board – both as a group and in terms of its individual members – possess the requisite competencies and functions appropriately.

Corporate Governance DHV Group’s Corporate Governance Report and further information concerning the remuneration policy, the Code of Conduct, whistle-blower scheme, and regulations for the Executive Board, Supervisory Board, and Audit Committee can be found at www.dhv.com/corporategovernance. The remuneration of the Supervisory Board is reported on page 53.

Composition of the Supervisory Board There were no changes in the composition of the Supervisory Board in 2008. On the occasion of the 2009 Annual Share-holders’ Meeting, there will be no scheduled vacancies on the Supervisory Board.

Consultations with the Works Council The general course of events of the Group was discussed with the Works Council of DHV B.V. on two occasions.

The year 2008 shows steady growth and a firm improvement in the financial results and business control, thanks to the efforts of the staff. The Supervisory Board wishes to express its appreciation to all staff for their contribution in 2008.

Amersfoort, the Netherlands,3 March 2009

W. van Vonno (Chairman)S.M. DekkerJ.H.M. LindenberghA.B.M. van der Plas (Deputy Chairman)A.P.M. van der Poel

7Report of the Supervisory Board

Report of the Executive Board

Bertrand M. van Ee(b. 1957, Dutch) was appointed to the Executive Board in 2004, becoming its President on 1 January 2007.External appointments include:• Member of the GWW (groundwork, road and hydraulic engineering)

working group of the Dutch Construction Supervisory Council• Member of the Innovation Council Platform (Dutch Ministry of

Transport, Public Works and Water Management)• Member of the Board of the Henry Hudson 400 Foundation• Member of the Supervisory Board of the Water-Right Foundation

Piet W. Besselink(b. 1958, Dutch) joined DHV in 1989. He was appointed to the Executive Board in 2006 and became its Vice President on 1 January 2007.External appointments include:• Member of the Advisory Board of Deltares, the Dutch institute for

Delta Technology• Member of the Board of the Netherlands Institute of Applied

Geoscience, TNO-NITG• Member of the Board of Railforum (a Dutch platform for the

exchange of knowledge and perspectives in the field of rail transport)

The Executive Board of the DHV Group: President Bertrand van Ee and Vice President Piet Besselink.

8

Strategy and Policy

Ambition, Goals and Objectives

The DHV Group aspires to a prominent position among the world’s leading engineering consultancies. In order to achieve this ambition, we focus on four main goals:

Growth and ProfitabilityGrowth is essential to our continuity. The size and complexity of challenges that clients face require significant depth and breadth of expertise, for which large firms are better positioned. Growth provides more opportunity for our companies and people. Therefore we want to achieve annual growth in turnover averaging at least 10%, of which half will be organic and half through mergers and acquisitions.

We are employee-owned, directly through a share plan and indirectly through our foundation. Sound financial performance enables us to invest in our future and reward employees for their contribution. Our objective remains an operating margin of 7% on added value. As of 2008 we have set an additional tar-get of 15% average return on sharehold-ers’ equity.

InternationalizationFurther internationalization is impor-tant to continuity and risk distribution. Our international network not only helps to provide better service regionally, but also insights for future innovation. We have chosen to concentrate our operations on a limited number of home markets: Canada, China, India, Indonesia, the Netherlands, Poland, Portugal, South Africa, and the United States. These have been selected based on the business environment, our market position, resource base, and opportunity for growth. This focus will enable us to best serve those markets, understand the risks and opportunities, build relation-ships, and attract talent. We aim to be recognized in these markets as a top player in our fields of expertise. Home markets will account for at least 90% of the Group’s turnover.

InnovationIn order to fulfill our promise to deliver sustainable and state-of-the-art knowledge, we must continuously improve our skills and expertise. Innova-tive solutions are constantly created for

projects, but we also invest in R&D and aim to leverage strategic innovations. Our objectives are to shorten time-to-market, increase the number of patents held each year, and continue to earn rec-ognition for innovation through awards.

Corporate ResponsibilityThe DHV Group is a company for people from people. We recognize the inter-connectivity of the triple bottom line (people, planet and profit) for sustain-able development. Our long-term goal is to achieve ‘Corporate Responsibility in-side’. We have identified four key areas: integrity, sustainability in our projects, the impact of our own operations, and people development. Transparency is a key to conducting business responsi-bly. Our objective is to maintain a top quartile ranking in the (2009) Transpar-ency Benchmark for CR reporting of the Dutch Ministry of Economic Affairs. This methodology aligns with the Dow Jones Sustainability Indexes. We will set a tar-get for the reduction of our CO2 footprint in 2009. Our community involvement emphasizes building futures through education and capacity building.

Corporate Strategy

Our business model of Local delivery of world-class solutions rests on three pil-lars: Differentiation, Home Markets, and One-Company Concept. These are based on an analysis of strengths and weak-nesses in our operations and opportuni-ties and threats in the market. Together these three pillars form our strategy and provide a path to achieving our goals.

Our strengths include a full range of services and an in-depth understanding of private as well as government client needs. We are open to partnerships and alliances. Our people are expertise-driven, innovative and committed to

sustainability. Strong local presence is leveraged with our international network and supported by a global ICT platform. We provide an engaging work environment and are an independent, employee-owned company with a solid financial position. Among our weaknesses, we see insufficient responsiveness and speed in parts of the organization. We still have a tendency to go beyond our scope, which results in lower profitability. Our high project focus can result in less than optimal knowledge sharing, and we must further improve the efficiency of our internal operations.

We see many opportunities. Over the next decades, the demand for energy and water will grow exponentially to meet the growth in population. Furthermore, climate change is a fact and sea levels continue to rise. The reduction of CO2 and other emissions will be high on the world’s agenda. At the local level, complexities increase with congestion around cities, safety concerns, and changing demographics. In the short term, the economic slowdown drives both public and private sectors to outsource services and optimize use of existing facilities. There is a renewed focus on infrastructure in

9Report of the Executive Board

the right people. Our company culture and ownership structure encourage individual development and engagement. This is reflected in our policies, development programs and compensation.Business basics: the economic slowdown and the increasing complexity and size of projects result in a more competitive and higher risk environment. We will apply stricter risk and project manage-ment. Furthermore the internal organi-zational efficiency must be optimized in order to remain competitive. Economies of scale of our growing organization of-fer opportunities to improve efficiency. The market pressure is accelerating the necessary improvements, which are supported by a new business informa-tion system using the ICT platform. Our company values are embedded in a Global Code of Business Principles and a Business Integrity Management System, which provide the basis for addressing business integrity issues. Selective growth: in order to compete

government stimulation packages. The trend to tender large projects to a single party requires size, financial strength and a multidisciplinary capability. Threats due to the global economic slowdown include decreased demands, volatile currencies, protectionism, and political and social instability. The speed of global developments is ever increasing. Mid-sized competitors are consolidating and the labor markets remain tight. Business integrity issues in certain markets require constant vigilance.

ChallengesThe challenges below explain how we use our strengths and address weaknesses to take advantage of opportunities and minimize threats. Expertise focus: our expertise positions and commitment to sustainability put us in an excellent position to address the issues of climate change, urbanization, and congestion. We focus on expanding this strength through organic growth and new members. Our innovation agenda is primarily aimed at increasing sustainability and creating synergies. We work together with partners on innovation and use our international network to leverage results.Responsiveness: the high speed of global developments and the impact of the economic slowdown on our clients require that we are able to respond quickly. We will address this challenge by a strong local presence close to our clients, decentralized decision-making and flexibility in our spread of services. Knowledge sharing and speed within the company will be enhanced by capitalizing further on expertise networks via the ICT platform.Preferred employer: attracting and retaining top professionals with passion for their work require a large effort in a tight labor market. The reputation of the Group with signature projects, technical innovation, and commitment to sustainability is key to attracting

and meet the resource needs for large projects, we are increasing our scale in selected fields of expertise and forming alliances and partnerships. Growth will be concentrated on our home markets where we have excellent positions to further increase the depth and breadth of service. Our strong balance sheet and independent position provide a good base from which to grow and have proven to be attractive to potential partners.

Delivering our strategyThe three pillars Differentiation, Home Markets, and One-Company Concept form our strategy for addressing these challenges. They tie together actions that support achieving our goals.

DifferentiationClients recognize us in well-defined areas of expertise and service, where we bring a strong combination of consultancy and engineering with an emphasis on innovative and sustainable

The International Policy Board of the DHV Group. From left to right top row: Roel Overakker, Piet Besselink, Jan Cees Overbosch, Bertrand van Ee, Piet van Helvoort. Middle row: Eugene Grüter, Jim Kerr, Vic Prins, Johan van Manen. Front row: Chris Engelsman, Arnold Galavazi, Marga Donehoo, Naren Bhojaram.

10

Business Groups: Environment and Transportation, Water, Building and Industry, Aviation Regions: Europe, Asia, Africa, North America

The Group provides its services through a family of brands: DHV, Delcan, SSI, and NACO. These brands are leading players in their respective fields and actively collaborate to meet specific client needs, e.g. NACO-SSI for airports on the African continent and Delcan-DHV for international ITS solutions.

The DHV Group has a decentralized organizational structure in order to stay close to selected markets. The four business groups focus on market specific consulting and engineering expertise. Regional operations maintain client relationships and tailor the Group’s expertise to local circumstances, language, and culture.

solutions. Frequently operating at a high level in our client’s organization, we strive to deliver the best available expertise through our own network and through strategic partnerships with global and local players. By working closely with universities and knowledge institutions, we stay abreast of new developments. These factors also differentiate us in the quest for talent, by providing an environment that is creative, challenging and able to positively impact the world around us.

Home Markets Close interaction and cooperation with our clients require strong local presence. The Group applies ongoing portfolio evaluation. Scale and opportunity for growth are critical factors, as well as compatibility with business integrity principles and a favorable climate for investment. Our focus is to build operations in all our home markets to a top position in selected segments and to maintain our leading positions in the Netherlands and South Africa.By staying close to our clients in home markets, with a full service offering and sufficient scale, we can be responsive to local needs, execute significant projects and attract local talent.

One-Company Concept The One-Company Concept supports scale-up, efficiency, and business basics. It comprises Group-wide policies and services such as: business integrity management, knowledge sharing, finance & control, risk management, account management, information technology, communications, and human resource management. This concept plays an essential role in integrating member companies and improves responsiveness through better connectivity and leveraging. It unites us and supports a common culture.

Strategy monitoring and evaluationOur corporate strategy is defined in a Corporate Policy Paper. It is discussed by our International Policy Board, approved by the Supervisory Board and monitored on an annual basis. In 2008 we updated our goals, based on the progress which was made and market developments. In addition, we conducted a Leadership Team Survey among the top 100 management staff of the DHV Group. This survey measures the extent to which the DHV Group as a whole is aligned with the corporate strategy and identifies areas for further development. The survey indicated that the strongest progress had been made in growth, profitability, and alignment

to strategy. Areas for improvement included engaging deeper within our organization on strategic initiatives in order to realize more synergies and embed best practices.

Our strategy evaluation indicates that the DHV Group is indeed well on track in achieving its goals. Over the past few years we have shown solid growth and improved profitability, and a number of excellent firms have joined the Group. We are in a strong financial position and our performance gives us the expectation that our updated long-term goals are achievable.

The International Management Meeting.

11Report of the Executive Board

Beijing Capital International AirportCyclorama by CycloMedia

For the DHV Group, 2008 was a good year. It was a dynamic year with two different speeds. In the first six months an overheated market pushed the limits of growth, whereas in the second half of the year many economies shrank towards recession. Although we experienced a slowdown in parts of the buildings market, the Group’s performance remained strong up to and including the last quarter of the year. Our total staff increased by 600 and we made good progress on our four goals.

Growth and Profitability

The DHV Group continued to grow for the third consecutive year. Net turnover grew with an unprecedented 18% to € 468 million, of which 75% was through organic growth. The operating margin was 6.4%, coming from 4.7% in 2007 and moving closer to our target of 7%.

The strongest performers this year were Africa, North America, and Water. In addition to the increased turnover and portfolio improvements, a noticeable difference to the bottom line was made by cost control and stronger risk management. Exchange rate differences had a large negative effect on our financial performance. The actual return on our shareholder equity is 15% which is at the targeted average level.

Internationalization

We expanded through organic growth and by a number of high profile companies joining the DHV Group. Our home markets now account for 89% of our total turnover – close to our objective of 90%. We became the leader in the Polish water market and maintained our top 3 position in the Netherlands and South Africa. Internationalization was also enhanced with the addition of two global consultancies. Turgis Consulting, based in South Africa, adds highly

specialized mining expertise. Aviation consultant InterVISTAS, headquartered in Canada, brings top level expertise in front end consulting and project development.

Signature projects that generated con-siderable attention included the flood protection barrier near St. Petersburg and Terminal 3 at Beijing Capital Inter-national Airport before the Olympics. Both were opened by their respective heads of state.

Mergers & Acquisitions, alliances, and divestments • DHV increased its shareholding in SSI from 65% to 70%. SSI is active in the water,

transportation, building and industry, environmental, and power markets in Africa. • SSI increased its shareholding in Bohlweki from 65% to 100%. Bohlweki is an environmental

consultancy active in the transportation and mining markets in South Africa.• Intelligent Devices (IDI), an established transportation technology firm active in the Unites

States and globally, joined Delcan.• Infocus, a project management and consultancy company active in the real estate and

infrastructure markets in the Netherlands, joined DHV. • DHV and imaging provider CycloMedia entered into a strategic alliance combining

CycloMedia’s strength in 360º panoramic photographs (‘cycloramas’) and aerial photography with DHV’s expertise in technical management, maintenance, and design.

• Turgis, a leading independent provider of specialist mining, mechanical, electrical, logistics, and environmental consulting services to the mining industry in Africa and globally, joined the Group.

• Hydroprojekt, a Polish consultancy and engineering company active in the field of flood protection, hydraulic structures, water supply, sewage treatment, and hydropower, joined the Group.

• InterVISTAS, a consultancy company active in the aviation market in North America and globally, joined the Group through NACO and Delcan.

• The DHV Group sold its 36% interest in DHV Hsiung Ling Engineering in Taiwan.• DHV Sudamérica in Bolivia was closed.

Main Developments of 2008

12

Lake County Passage System

Tunnel Rodenrijseweg

Afsluitdijk (Closure Dike)

CESA Engineering Excellence Award

Innovation

Many projects were recognized for their progressiveness, such as Delcan’s Lake County Passage System project in Illinois and SSI’s clean room project for the Biovac Institute in Cape Town. Good progress was made in commercial-izing key product innovations. DHV’s award-winning wastewater treatment technology Nereda® was applied on pilot and demonstration projects in the Netherlands, South Africa, and Portugal. Delcan’s NETworks® communication platform for transportation systems

Awards In 2008 we received prestigious awards, which underscore our expertise positions and drive for sustainability. Among others:• The Tunnel Rodenrijseweg of the expressway N470 in the Netherlands won the European

Concrete Award (ESCN) in the category Civil Engineering. The tunnel has a daring design and was constructed using sustainable materials (architect: Marius van den Wildenberg).

• DHV was part of the team that won the Future Search 2008 (NLPB), a Dutch competition for the best, most innovative idea for building management.

• Delcan: Best of ITS Award in the Best New Innovative Practices Category for the Lake County Passage System Project from the Intelligent Transportation Society of America (ITSA).

• Delcan: Canadian Consulting Engineering Award of Excellence for the Kicking Horse Canyon Bridge Phase II Project from the Association of Consulting Engineers of Canada.

• SSI: Engineering Excellence Award from the Consulting Engineers South Africa (CESA) for the Clean Room Project for the Biovac Institute in Cape Town, South Africa.

• SSI: Best Community-Based Project of 2008 by the Pietermaritzburg branch of the South African Institution of Civil Engineering for the construction of a bridge over the Black Mfolozi River for two communities in the remote Mahlabathini district of KwaZulu-Natal.

Corporate Responsibility

The pursuit of sustainable development is firmly anchored in the mission of the DHV Group. Our commitment to transparency led us to have our Corporate Responsibility Report externally audited according to GRI standards. We became signatory to the UN Global Compact and increased support of initiatives in education and capability building.

increased its client base significantly in the United States, and was successfully introduced in South Africa and Europe. Patents were awarded for new concepts, and registrations were extended to new countries. Project teams are in-creasingly aware of the importance of registering intellectual property. Long-term relationships with universities and research institutions continued, and DHV became one of the founding sponsors of ‘ExSer’, a center for service innovation in Almere, the Netherlands.

Examples of sustainability in our projects include the LEED Gold-certified DSM China Campus in Shanghai, the concept for enhancing the ‘Afsluitdijk’ (Dutch Closure Dike) in the Netherlands, and an Environmental Impact Assessment in Poland to reduce the negative impact of the Via Baltica expressway on wildlife in the Augustów Primeval Forest, a Natura 2000 site.

13Report of the Executive Board

Home Markets

We achieved good growth and profitability in our home markets. Europe performed well, with growth in the Netherlands, Poland and the Czech

Republic. The joining of Hydroprojekt gave us a number one position in the Polish water market. Portugal stayed behind due to reduced government

One-Company Concept

Knowledge Broker Network UIC Highspeed World CongressPark4All

Finance & Control and Risk ManagementWe have taken steps to strengthen busi-ness basics, including a better focus on risk and internal project management. Internal and external audits have confirmed that risk management has improved, which we are pleased to

The business groups expanded their capabilities in a number of areas. In addition to mergers and acquisitions, expertise positions were sharpened

Strategic actions for 2008• Water: strengthen our positions in water

treatment and water management.

• Transportation (including Aviation): possible niche acquisitions to strengthen our profile.

• Environmental: possible niche acquisitions to strengthen our profile.

• Development of mining expertise.• Strengthen sustainable building expertise.

Results in 2008• Increased Design & Build and EPC portfolio

in water treatment. Expanded delta development activity in Asia.

• Airport consultancy InterVISTAS joined.

• Increased Bohlweki interest to 100%. Strengthened environmental profile through organic growth and Group-wide synergies. Furthered Environmental Management profile.

• Mining consultant Turgis joined.• Established Green Building Team.

Differentiation

through international workshops on spatial planning, asset management, urban development, and mass transit and rail. A joint approach was estab-

lished for bridges worldwide. We par-ticipated in key conferences including the World Congress on High Speed Rail (Amsterdam), Aquatech (Amsterdam), the World Congress on Intelligent Transport Systems (New York), The Green Building Festival (Toronto), and the National Sustainability Congress (Amsterdam). Publications in trade journals and mainstream media helped further raise our profile. For example, the Caofeidian ecological coastal city in China generated significant media attention and showed DHV as an inno-vative solutions provider with interest-ing international opportunities. For further information on develop-ments within our business groups, please refer to pages 19 to 22.

spending. China, Indonesia and India enhanced profitability. Africa was the strongest performing region in the Group, with excellent results from both SSI and Turgis. In North America, Delcan showed solid organic growth and we were pleased to welcome InterVISTAS to the DHV Group. In line with our home country strategy, we divested operations due to lack of critical mass in Bolivia and Taiwan. For further information on developments within our global regions, please refer to pages 23 to 26.

also see reflected in the bottom line. We have selected and progressed with the configuration of the new business information system, which will provide better and more immediate information. The new system will be rolled out in 2009.

Knowledge Sharing & ICTActing on the theme of ‘connect and deliver’, we undertook a number of initiatives to help find connections in the company. A Group-wide Knowledge Broker Network was established, which makes our expertise quickly available to

Strategic actions for 2008• Focused growth in Central Europe.• Improved profitability in Asia.

• Expand position in North America.

Results in 2008• Number 1 in Polish Water Market• Profitability improved through focus on

selectivity, integrity, and local management. • Solid organic growth by Delcan and Innova.

InterVISTAS joined the Group to expand consultancy capability.

In 2008 we took several steps in line with the three strategic pillars of Differentiation, Home Markets and the One-Company Concept.

Charter Talent to the Top Caofeidian ecological coastal city

any employee who asks. We increased interaction between our locations through joint projects, held expertise position conferences and hosted events such as the Young DHV European conference in Poland. Our global ICT platform was extended to European and Asian offices. African offices will be connected in the first quarter of 2009. This platform not only improves the ability to contact each other, but also supports a growing number of communities of practice.

Human ResourcesThe DHV Group aims to be a preferred employer in a competitive market where the quest for talent is a constant factor. One of the spearheads for 2008 was to refresh our approach to compensation and secondary conditions. A Group-wide compensation policy has been established, forming the basis for country-specific implementation. We have started to move to more flexible, performance-based remuneration in Asia, South Africa, and the Netherlands. In order to offer greater opportunity for ownership, we launched a new Employee Share Plan. A total of 280 colleagues joined in the first round and purchased 4% ownership in our Group.

New training and development initia-tives included an Early Career Develop-ment program, Project Management training, and staff exchange. Additional development needs were identified through a survey of our Leadership Team of 100 top managers across the com-

pany. More frequent staff exchanges, cross-business assignments and train-ing for middle management were three recommendations to be addressed in the coming years. In support of enhancing diversity, DHV signed the Charter Talent to the Top, together with forty other companies, organizations and government ministries. This is a commitment to increase the percentage of women in senior management and professional positions. We aim to go from the current 10% to 20% in 5 years. The progress will be monitored exter-nally on an annual basis.

Corporate ResponsibilityAligning to international standards, the DHV Group became signatory to the UN Global Compact and began reporting per the Global Reporting Initiative (GRI) for our global operations. We are the first consultancy and engineering firm in the world to have its Corporate Re-sponsibility Report externally audited to this standard and have been recognized as best in class by the Dutch Ministry of Economic Affairs. Furthermore, NACO has been selected as technical advisor to GRI for green airport development.

We updated our Global Code of Business Principles which provides the standards to which the DHV Group holds itself around the world. In addition, we con-ducted a review of our Business Integrity Management System and enhanced it with a Project Integrity Risk Indicator and standard wording for client and partner integrity clauses. Arrangements

have been made for external anony-mous whistleblower reporting. External auditing of the compliance program will begin in 2009. In 2008 seven integrity incidents were reported and duly investigated. All were closed. We did not find a violation in five of the cases. In each of the other two cases an employee was dismissed for acting in breach of our business prin-ciples. The open case from 2007 was closed, having found no violation.

We strive to reduce the carbon footprint of our own operations and in 2008 took steps to adapt our mobility and procure-ment policies. Plans for upgrading our head office building include significant improvement in energy savings. Our concepts for sustainable innovations are being realized through projects. Examples include Park4All (a mobile multi-storey car park) and several ‘green’ gas projects in the Netherlands, where local buses use biogas from sludge and organic waste as fuel.

We continued with our commitment to community development. In the Netherlands, DHV employees again assisted in the BiD Challenge, an international competition for business plans to reduce poverty by helping es-tablish profitable enterprises. In South Africa, SSI expanded its Saturday School Initiative and now runs four Saturday schools where SSI engineers teach disad-vantaged pupils in the fields of maths, science, and technology. In Canada and the United States, Delcan is active in a wide variety of community activities including the United Way. We are very proud of the individual and company initiatives to help others.

More information can be found in our Corporate

Responsibility Summary. Detailed reporting is

available on www.dhv.com/cr-report

Strategic actions for 2008• Prepare for the rollout of the new business

information system.• Complete ICT transfer towards the new

global platform.• Integrating and evaluating GRI reporting as

part of the regular reporting cycle.

• Publication of an overall framework for CR.

Results in 2008• New system configured, rollout planned for

2009.• Europe and Asia transferred to new global

platform.• GRI reporting part of cycle. 2007 Report was

world premier for GRI+ compliance in our sector.

• Overall framework communicated through 2007 Report and internal publications. CR programs launched in SSI and Delcan.

15

Financial Performance 2008

Key Figures (€ million, unless otherwise stated) 2008 2007 changeNet Turnover 467.7 395.0 +18%Added Value 325.3 274.8 +18%Operating Profit before Goodwill (EBITA) 20.8 13.0 +60%Operating Margin on Added Value (%) 6.4 4.7

Turnover In 2008 the Group’s turnover increased with € 73 million to € 468 million. Organic growth contributed € 50 mil-lion. Top performers were the region Africa and business groups Building and Industry, Water, and Environment and Transportation. Mergers and acquisitions in South Africa, Canada, the Netherlands and Poland contributed € 23 million. The growth rate of 18% exceeded the long-term growth target of 10%. These figures include a negative currency impact of € 18 million, due to a decline of the South African Rand, the Canadian Dollar and the Polish Zloty.

Added ValueAdded value (revenue produced by the Group’s own staff) grew with € 50 million (+18%) to € 325 million despite negative currency rate differences of € 11 million. Organic growth contributed with € 36 million and mergers and acquisitions with€ 14 million.

Operating ProfitEBITA increased by 60% to € 20.8 million and the EBITA margin came to 6.4% (2007: 4.7%). This is in line with our objective to achieve an operating margin of 7% on added value.Acquisitions contributed € 1.8 million to the EBITA increase. Currency rate differences influenced the result negatively with € 1.4 million. The balance of the growth came from the strong performance of region Africa and improved results of the business groups Water and Building and Industry. The organic increase of costs was 15%, somewhat lower than the growth in added value.

GoodwillThe Group amortizes paid goodwill over a 20-year period unless there is an indication of impairment in which case an additional component of good-will is amortized. In 2008 an amount of € 1.5 million was amortized without any impairment.

Net Interest ExpenseThe total net interest expense amounted to € 3.5 million, an increase of € 1.3 million against 2007. The increase is mainly related to acquisitions. An amount of € 1.8 million relates to interest on long-term loans. In 2008 no losses or gains were incurred on financial hedging instruments. Compared to 2007, the average interest rate increased from 4.6% to 5.1%.

TaxationThe effective tax rate increased from 31.9% to 35.5%. The increase is mostly a result of larger operating losses incurred in countries where we do not recognize tax losses as deferred taxation assets. Also, the increase of non-deductible expenses such as the amortization of goodwill resulted in higher effective tax rates.

Balance SheetThe total balance sheet rose to € 232 million at 31 December 2008 (2007: € 192 million). This increase comprises organic growth (€ 14 million) as well as acquisitions (€ 21 million) and is partly offset by exchange rate differences (€ 5 million).

Net working capital increased with € 6 million to € 26 million. As a percentage of turnover, net working capital increased from 5.0% in 2007 to 5.6% in 2008.Net debt (cash and cash equivalents minus bank overdrafts and long-term interest bearing debts) increased from € 21 million to € 45 million. This increase is primarily for acquisitions.The equity ratio as of 31 December 2008 is 28.2% which is slightly below the long-term target of 30-35%. Shareholders’ equity at 31 December 2008 amounts to € 63 million, against € 60 million at the end of 2007. The equity was negatively affected by € 5 million due to exchange rate differences and € 0.8 million of dividend payments. The dividend included an interim payment to the employee shareholders related to the termination of the previous shareplan.

Cash FlowThe cash flow generated by business operations amounted to € 18.3 million (2007: € 15.7 million). The total cash flow before financing activities was strongly influenced by the investment in acquisitions. The total cash flow came to a negative amount of € 23.6 million, compared with a cash outflow of € 9.6 million in 2007.

16

The year 2009 will be one of large uncer-tainties and worldwide economic tur-bulence, with related social and political churn. Longer-term challenges such as climate change, energy needs, and sustainable economic development for a fast growing population remain. What we can expect in our markets is a duality of purpose. On one hand, there will be a strong call for short-term solutions and on the other, an increased drive for long-term sustainable change as the events in 2008 are seen as a wake-up call.

The DHV Group is taking a sober, yet confident approach to the economic storm. We expect that all our business groups and regions will be affected, each with a different impact and timing. The first signs were visible in 2008 and this is expected to continue throughout 2010. We have a solid financial base, a strong backlog and believe that our worldwide scope of activities and the markets we serve will also generate op-portunities. The public sector, our major client group, is preparing to accelerate investment programs which fit well in our portfolio. Private clients require ef-ficient and reliable partners in order to respond to an often radically changing business environment. Our main chal-lenge will be to rapidly identify these op-portunities, and be agile in our response. In addition, operational efficiency and cash management will be key for the coming period. We will adopt a selective investment policy and expect no major investments in 2009, except the renova-tion of our head office building.

Whereas the past two years have strongly emphasized growth, we will concentrate in 2009 on consolidating in terms of turnover and staff, and on implementing synergies with the (new) members of the Group. By doing so, we expect to be able to gain market share in an overall declining market. On the longer term we will keep to our overall growth target of 10%. We still see oppor-

Prospects for 2009

tunities to further improve our operat-ing margin towards our target of 7%. Our strategy of Local delivery of world-class solutions continues to be based on the three pillars: Differentiation, Home Markets, and One-Company Concept. For 2009 the focus and outlook per pillar are as follows:

Differentiation

Technological developments in the world will continue to accelerate and this requires critical mass. Competition will sharpen and the ability to differentiate and provide resources is crucial. Our investments will be focused on strengthening our expertise positions which are in line with the market developments. Many of the public investment programs will have a focus on the intelligent use of infrastructure, water and energy. As a general trend, there is greater emphasis on improving efficiencies and we see growing opportunity in high-end consultancy and asset management.

Safety and sustainability are the stron-gest drivers in our water business. In these areas, we see good opportunity for combining our strength in technology with local expertise. We will therefore continue to improve and leverage our water technologies and delta expertise. The need for increased and sustainable energy continues to grow. We have realized success on a smaller scale by combining our technology, ecology and process capabilities, such as with ‘green gas’ (Sustaenergy), but need to formu-late our overall approach.

Strategic actions for 2009• Strengthen water and transportation

profile. • Scale-up and commercialize technology

innovations. • Develop strategy for energy and

resources.

Sustaenergy

Richmond Olympic Oval, Canada

Nereda® at Gansbaai, South Africa

A2 at Utrecht, the Netherlands

17Report of the Executive Board

Home Markets

Our home markets have all experienced sound economic growth during the last years, but they will each respond differently to the economic downturn. Local presence is therefore more important than ever. Our decentralized organization will be crucial to responding effectively to the country and market specific developments. Our strategy remains to strengthen presence in the existing home markets and provide leverage through the Group’s expertise positions.

New companies will be brought in the position to benefit from the Group-wide synergies. Vice versa, the other companies of the Group will also start to experience cross-selling opportunities. EU legislations such as the Water Frame-work Directive and Natura 2000 are good examples of market opportunities in which to leverage environmental management and water expertise across countries. Large events in 2010 such as the FIFA World Cup in South Africa, the Van-couver Winter Olympics, and the World Expo in Shanghai, as well as the UEFA Euro 2012 in Poland and Ukraine, will continue to drive a high level of invest-ment. In our Asian home markets we are facing the challenge to increase our private client base during declining economic growth.

Strategic actions for 2009• Leverage international network. Increase

agility to address national investment plans and regional dynamics. • Deliver synergies with new member

companies. • Review portfolio of countries versus

meeting the goals of the Group, which may result in adjustments, investment, and divestment.

One-Company Concept

There are ample opportunities to enhance internal efficiency and flexibility with better connectivity and more accurate finance and control information. In 2009, we will roll out the new business information system. We will also make greater use of the investments made in ICT and knowledge exchange. The African region will be connected to the Group-wide ICT infrastructure and the new internet and intranet system will increase the connectivity of the Group. We will continue to invest in our employees through training and career development. This is essential not only in the quest for talent, but also to achieve the high professional service level that we deliver to clients. Group-wide programs will be closely aligned with business needs such as project management and professional development. There will be continuous attention to career development, diversity and succession planning.We will roll out our refreshed Global Code of Business Principles and continue

to seek more open dialogue with stake-holders. Integrity and transparency are receiving increased scrutiny worldwide. Our Business Integrity Management System will be externally audited starting in 2009. Our stance on business integrity is proving more and more to be a differentiator. The overall focus on sustainable development, our goal of achieving ‘Corporate Responsibility Inside’ and use of GRI methodology have been used as a basis to develop region specific programs in Africa and North America. We will share best practices and continue to develop Group-wide attention to CR via centralized reporting and communications. Specific initiatives for 2009 include better measurement and reduction of our CO2 emissions.

Strategic actions for 2009• Roll-out business information system. • Conduct Group-wide professional and

management development programs.• Improve measurement of CO2 emissions

and focus on reduction.

Concluding remarks

The sense of urgency is real. Our clients will call upon us to show greater flexibility and responsiveness. We will have to deliver distinct short-term value without losing the long-term perspective. The creativity and passion for finding solutions of our 5,300 colleagues will undoubtedly rise to this challenge. The Group’s independent position and philosophy of being a company for people from people provide a strong foundation on which to build. We are proud of our company and owe all our colleagues much for the solid performance in 2008. We are confident that we can count on their commitment and flexibility in 2009.

Amersfoort, the Netherlands, 3 March 2009

Bertrand M. van Ee (President)Piet W. Besselink (Vice President)

18

19Developments in our Global Network

The Environment and Transportation business group philosophy is to be close to our client by regional presence, applying expertise to complex problems. We work for government, industry, and the private sector including financial institutions, contractors, and developers. We are organized along the business lines of Transportation, Urban and Regional Development, Environment and Sustainability, Consultancy, and Asset Management. Our services include consulting, public policy development, legal and financial advice, infrastructure master planning, project and program management, design and engineering.

In 2008, strong demand generated a rapid growth in turnover. We look back on a year of accomplishments such as jointly winning the European Concrete Award for the Dutch Rodenrijseweg Tunnel project, and participating in high-profile Dutch road and rail expansion projects. More-over, we continue to advise major government clients on the financial structuring of large Public Partnership deals for new infrastructure projects. We are renowned for expertise in Intelligent Transport Systems (ITS), highways (incl. bridges and tunnels), mass transit and rail, urban planning, and en-vironmental management. Openness and partnering give an extra impulse to innovation. The partnership with CycloMedia has enhanced capabilities in asset management through

Environment and Transportation

Close to our client

Objectives for 2008Further sharpen the business line profiles to the markets.

Strengthen Environment and Transportation‘s branding and positioning.

Dare to Share: exchange knowledge (locally and internationally).

Objectives for 2009Align services to the market.

Improve portfolio management.

Manage business basics well.

Results in 2008Established fully-functioning Asset Management unit; sharpened transfer & rail, and soil rehabilitation profiles; further developed Consultancy; opened new Rotterdam office.

Reviewed main clients’ accounts; participated in important conferences on high-speed rail, ITS, Dutch local authorities, urban development, etc.; issued new profile brochure.

Shared expertise knowledge for projects in Asia, Africa, Europe, and North America; held international workshops on rail, bridges, ITS, urban development, environment, and asset management.

Actions for 2009Align services of Dutch regional offices to business lines of transportation, environment, and urban development; focus on account management throughout the Netherlands; align services and expertise positions with other DHV Group companies.

Strengthen rail service offering; consolidate data management services for asset management; expand transportation planning activities; integrate Czech business.

Maintain financial performance and operating margin; improve workforce utilization; reduce indirect costs during uncertain economic times.

UIC Highspeed Congress, the Netherlands IJsselsprong Area Development, the Netherlands

the use of cyclorama’s to record conditions. We co-founded ‘ExSer, center for service innovation’ in the Dutch city of Almere, developed a Quality Scan for industrial areas and co-organized the National Sustainability Congress in Amsterdam.

In 2009 we will further consolidate our position in the Dutch market and support the activities in the home countries. We will concentrate more on our expertise positions, taking an interna-tional lead in these where possible. In this we will welcome the expertise in rail and station development of new member NPC, joining us in March 2009. Specific attention will go towards en-vironmental, climate and industrial issues, as well as intelligent traffic management solutions. We expect strong demand from our public clients, thanks to both the nature of the programs in which we are involved (big multi-year rail and road invest-ments), and to the urgency felt by governments to bring these projects to realization in the current economic climate. In the urban planning market, we expect to see a change in client focus, from bigger new developments to more strategic and social related issues. Overall, economic uncertainty isexpected to be greater in 2009 than in 2008. We are therefore sober in our approach to expansion in 2009 and will focus on our expertise positions and integration of NPC.

Vic Prins

20

Objectives for 2008Take a leading market position in the Netherlands in the implementation of the Water Framework Directive.

Growth in turnover based on innovative products such as Nereda® and MBR.

Development of the international position in water management, ports, waterways, and coastal development.

Expand our position in the international contracting market for water treatment based on a balanced portfolio.

Objectives for 2009Maintain and build our strong profile as an innovative and sustainable company in the water market.

Increase turnover based on innovative products such as Nereda® and MBR.

Further develop our international position in water management, ports, waterways, and coastal development.

Achieve selective growth in the international contracting market for water treatment based on a balanced portfolio.

Results in 2008Executed a large number of projects related to the Water Framework Directive.

Increased turnover thanks to Nereda® projects in cooperation with Water Boards, STOWA, and Delft University of Technology.

Strengthened position with a master plan for Port Said East Port, and a prestigious coastal and urban planning project in China.

Increased turnover significantly due to projects in Serbia, France, and Vietnam as well as design & deliver contracts for process water.

Actions for 2009Maintain position in the market related to the implementation of the Water Framework Directive; be involved in striking projects related to the Dutch Delta Plan.

Commence construction of the first full-scale municipal Nereda® plant.

Intensify cooperation within the DHV Group to build our international position in coastal development and water management; take extra initiatives in the ports and waterways market.

Expand our position in the French market; participate in the first tender round of the new Dutch ORIO program in Vietnam.

The DHV way is to deliver through cooperation. Working closely with our clients and partners, such as top technological institutes, we create unique expertise and technological lead-ership in the areas of water treatment, water management, coastal development, and ports and waterways. Specifically, our services include: consultancy, design & engineering, delivery of products, design & build, and operate & maintain. Our clients are in both the public and private sectors, and include local and national governments, international financiers, multinationals, and engineering contractors. Traditionally, water treatment has been a major component of DHV’s international activities. In 2008 we successfully expanded our water management business – for example, through coastal development in China and North America, and dredging in Indonesia. Another 2008 highlight was the incorporation of Hydroprojekt (Poland) into the DHV Group. This contributes extensive experience in flood protection and hydropower, which will stimulate the development of our water and energy business.

Sustainability has become a key priority all over the world – it even tops the economic development agenda. DHV is excellently positioned to participate in this effort and meet the sustainability challenge. We are recognized in the water market for our ability to deliver innovative solutions; solutions

Water

Delivery through cooperation

Nereda® pilot Epe, the NetherlandsJakarta Dredging, Indonesia Naardermeer Natura 2000, the Netherlands

that have sustainability at their core. Take for example our wastewater treatment technologies: Nautilus® MBR is char-acterized by its low chemical use and Nereda® by its small footprint and low energy use. Water management and coastal development are also areas where our sustainable solutions are well known. In China’s Tianjin region, we are involved in the Delta Diamonds ocean city development project – in coop-eration with the Architect Cie. of Amsterdam, we developed the concept and master plan based on sustainable planning principles. In 2008 we made major progress in further develop-ing Nereda®. Together with Dutch Water Boards, STOWA, and Delft University of Technology – and our DHV Group partners SSI in South Africa and DHV in Portugal – we have reached a milestone; we are ready to start applying Nereda® to full-scale municipal water treatment. Our market outlook for 2009 is favorable. Even if the general economic outlook is unpredictable, the global challenges for both water treatment and water management remain enormous: water safety, climate, water-quality legislation, the Millennium Development Goals for drinking water, are only a few of these. Our activities in 2009 will be marked by ongoing and intense innovation effort and the pursuit of selective growth.

Piet van Helvoort

21Developments in our Global Network

The Building and Industry business group is active in buildings and industrial processes. Guided by the motto ‘Building Inspiration. Together!’, we deliver optimum value to our clients in the form of demonstrably better buildings and industrial processes.

In the industrial market, we have extensive experience with integral building design. Using the wishes and requirements of the client as a basis, we involve all relevant disciplines (architectural, building technology, structural physics, build-ing services) at the start of the design process. We include our maintenance specialists to optimize maintainability and life cycle cost. This integral approach increases the efficiency of building processes and has resulted in more sustainable solutions. The objective at all times is, as a minimum, to realize the client’s desired result.

In the public and property development market, trends in urban development and the growing demand for sustain-ability are making building processes increasingly more com-plex, both from an organizational and technical perspective. Our proven experience with the integral building approach and extensive knowledge in all the relevant disciplines, make us ideally suited to help clients to meet these challenges.

The main market developments in 2008 included the eco-nomic crisis, a stronger client focus on their core activities, and a greater demand for flexibility, sustainability, and more efficient building-processes. We acquired the first maintenance contract for the entire building stock of a large municipality in the Netherlands (Nijmegen); and strengthened our position in the design of photovoltaic plants. Infocus, a leading Dutch project management and consultancy firm joined the Group. Our ambition for further organic growth was limited by the ongoing tight labor market. Nevertheless, we succeeded in meeting our business targets through better operational efficiency and above all by delivering more value to our clients.

Because organizations are increasingly focusing on their core activities, they seek quality partners to outsource the management and maintenance of their non-core assets. Our response is to offer clients proven flexibility and optimum price/quality ratios. In 2009 we will further strengthen our business profile and portfolio focus, sharpen our organiza-tional efficiency, and do our utmost to support our clients in realizing their objectives.

Eugene Grüter

Building and Industry Building inspiration. Together!

Objectives for 2008Achieve growth and increase profitability through efficiency.

Attract qualified staff.

Improve position as a reliable, sustainable, and professional partner for our clients.

Objectives for 2009Sharpen profile; focus on market demand.

Attain qualitative growth.

Strengthen position in asset management.

Adapt to changing market conditions.

Results in 2008Realized organic growth and by Infocus merger; increased profitability.

Improved staff expertise, but did not achieve growth targets.

Improved overall position – confirmed by the ‘Dutch Building Business Reputation Monitor’.

Actions for 2009Focus activities and transform available knowledge into specific value propositions for clients.

Invest in employees and innovation.

Exploit our in-depth knowledge of asset management.

Further improve efficiency of organization and make use of flexibility.

Asset Management Nijmegen Photovoltech, BelgiumDutch Provada Real Estate Fair

Objectives for 2008Increase market share in North America.

Build up position in Central Europe, Russia, and India.

Innovate in Green Airports.

Increase turnover by 10%.

Objectives for 2009Integrate InterVISTAS.

Increase turnover by a minimum of 30%.

Develop reputation as the designer of green airports.

Maintain a position in the top 10 of the worldwide airport engineering and planning companies.

Results in 2008Strengthened North American position through InterVISTAS.

NACO acquired several projects in Central Europe and Russia; NACO, together with DHV India, developed a business plan for India.

Developed tool box. Global Reporting Initiative (GRI) appointed NACO to coordinate the airport annex.

Increased turnover growth by 13%.

Actions for 2009Introduce InterVISTAS to NACO clients; cooperate in international projects.

Increase hit rate; acquire projects in North America.

Acquire projects for green airports; develop the GRI criteria for sustainable airports.

Increase engineering and aviation consultancy activities by at least 30%.

Clients of the Aviation business group are looking for planning excellence in view of capacity shortages and the need for airport facility upgrading. We work for airport authorities and operators, governments, airlines, and private investors in Europe, Asia, Middle East, Africa, North America, and the Caribbean.The international aviation market has experienced a major decline due to high oil prices and the economic crisis. Many airlines have been facing financial problems and new invest-ments are becoming problematic. In spite of the worldwide recession, the Middle Eastern countries continued to imple-ment major airport expansion programs. Due to our strong reputation we were able to secure high-profile contracts for major airport investments in the region. The Russian aviation market, where air traffic continued to grow steadily, faces capacity shortfalls and dated airport infrastructure. Our presence and reputation led to assignments for the St. Petersburg and Vladivostok airports. In Africa, the NACO-SSI joint venture was successful with projects in South Africa (a.o. preparations for the World Cup 2010), Kenya, and Botswana. Our efforts in India have resulted in a wide range of contacts and multiple proposals which are pending. But these potential opportunities have yet to be realized, since unsure market conditions have led to temporized investments. The need for airport upgrading and modernization is very evident, and we

expect to generate business once the market recovers. The Chinese market is growing despite the economic crisis. Due to our local presence and excellent reputation – a result of our involvement in the Terminal 3 design for Beijing – we won several new assignments.Our participation with Innova Aviation Consulting LLC in the United States is developing steadily, and new Group member Canadian aviation consultancy InterVISTAS has strengthened our North American position even further. Both companies have strong international networks and are active in very specialized expertise areas, such as privatizations, air service development, border security, and tourism.

Our goal is to strengthen our market position through focused business development activities, and at the level of clients and regions. By realizing the synergies with InterVISTAS, we expect to establish a firm position in North America, and also to pro-vide a broadened spectrum of high-end consultancy services.Last but not least, in cooperation with other business groups, we will continue to address the growing demand for climate-neutral solutions. By joining the Global Reporting Initiative we took an important step towards becoming a recognized Green Airport consultant.

Roel Overakker

Aviation

Planning excellence for airports

Amsterdam Airport Schiphol GRI - Sustainable Airports Passenger Terminal Expo, the Netherlands

22

23Developments in our Global Network

Objectives for 2008Strengthen market position in Poland and the Czech Republic.

Acquire signature projects based on DHV’s expertise positions.

Make full use of the one-company concept in Portugal; increase services to private sector in Portugal.

Objectives for 2009Central Europe: increase market share in ITS.

Poland: grow positions in water management, sewerage and drainage, and highways. Strengthen position in airport, rail, wastewater treatment, and industrial markets.

Czech Republic: become the leading city and regional planning consultancy with a sustainability focus.

Portugal: continue growth of existing services in water and transportation. Develop new services in the environmental field and sustainable development.

Results in 2008Poland: increased growth of Polish transportation and infrastructure business; Hydroprojekt joined our Group; increased project management and engineering services to industrial clients. Czech Republic: grew steadily; acquired new staff, exceeded forecasts.

Won Starachowice WWTP, Dorbzn hydropower rehabilitation, S7 Express-way, and Pulawy bridge projects in Poland. Signature projects in Germany, France, and Bulgaria.

Implemented one-company concept and new technologies, such as Nere-da® and energy savings; effectively increased the private client portfolio.

Actions for 2009Expand expertise-driven business via existing positions, partnerships, and offices.

Offer new services and solutions; operationally integrate Polish companies. Make full use of the one-company concept.

Broaden the integrated services capacity.

Build capacity; strengthen client focus; reinforce market presence with new solutions. Introduce new tools in the energy efficiency field.

Sofia, BulgariaKazimierz, PolandDzhankoy, Ukraine

In Europe we are active in the fields of water, transportation, aviation, building and industry, spatial planning, and environment. Our clients, who include governments, industry, contractors, and developers, increasingly demand efficient solutions to lower their capital investment, and operating and maintenance costs. There is a growing awareness of the importance of sustainable solutions. Our European home markets in addition to the Netherlands are Poland and Portugal. Our Czech operations are growing and we work in other European countries on a project-by-project basis.

In 2008 investments in the Polish transportation infrastruc-ture remained at a high level, while the demand for intelligent transport systems is growing to increase the efficiency of use. The commitment in the water management field has increased. Through the joining of Hydroprojekt with DHV Polska and Prokom the business almost doubled. The three companies will benefit from cost savings and business synergies, while clients will benefit from the broader expertise and better access to our international expertise. In the Czech market the main drivers have been the new build-ing code, sustainability, assessments in land-use planning, and the EU structural and cohesion funds. The current down-turn in investments in the building, industrial, and mining sectors is expected to continue in 2009. However, our business

turnaround in 2008 exceeded expectations: we recorded 25% organic growth, proved to be an attractive employer and were very successful in acquiring new projects. The Portuguese economic situation represents a constraint, but also an opportunity for us to assist clients with technical and financial studies, assessing the feasibility and risks of invest-ments. Our activities in Portugal will continue to concentrate on two business areas: (a) studies, design and consultancy, and (b) project management, supervision and operations. We focus on clients that are active in the following markets: waterfront and coastal zone development, dams and hydropower, ports and railways, and the environment. The latter includes new areas such as soil decontamination, emission reduction, carbon free projects, air quality and sustainability.In Germany, France, the UK, and other European countries, we were commissioned to lead high-profile projects in airports, wastewater treatment, solar-power panel plants, intelligent transportation systems, and mining.

With the heightened economic uncertainty, we will focus on supporting clients in their changing needs and concentrate on increasing our organizational flexibility to be able to respond adequately to market developments.

Chris Engelsman, Dick Bleyerveld

Europe

Benefiting from business synergies

24

Objectives for 2008Continue growth of our local operations in China.

Continue growth of our local operations in India.

Expand private sector activities in Indonesia.

Build on the one-company concept.

Objectives for 2009Extend local operations in China.

Extend local operations in India.

Continue expansion of private sector activities in Indonesia.

Results in 2008Expanded water activities in volume and products; added Integrated Urban Planning services.

Added Transportation services; started up Building & Industry services; entered Public Private Partnership market.

Increased number of private sector projects.

Connected country organizations and global expertise to Knowledge Broker Network through the global ICT platform.

Actions for 2009Sell Crystalactor® technology for industrial water treatment in addition to Carrousel®; focus on coastal development and sustainable buildings.

Develop capabilities in PPP projects, airport design, bridge design, asset management, and water technology.

Select market opportunities based on expertise.

DSM China Campus Expedition to the Yellow River, ChinaJava Settlement Reconstruction, Indonesia

Asia is important to us not only because of the immense op-portunity it offers for our expertise, but also for the special challenge it presents to adapt knowledge to local conditions and accelerate further development. Urbanization, environ-mental impacts, water scarcity, transport infrastructure needs, are among the drivers behind clients’ growing demand for world-class solutions to their local requirements. Our activities in Asia concentrate on our home markets of China, India, and Indonesia, though we also have important projects in Taiwan and Vietnam. Overall, we are encountering a growing demand for sustainable solutions for the complex challenges that ac-company the rapid development of Asia.Our water treatment activities in China developed well in 2008, with an increase in our market share in the pulp and paper industry. In this context, we would like to thank Frans van Gunsteren for his important contribution as chairman of the China Advisory Committee – Gilles Hondius will take on this role as of 2009. In India we successfully entered the Public Private Partnership market. In Indonesia we effectively contributed to the national sanitation policy and to the reconstruction and sea defense of tsunami affected areas. Work for international development agencies has been successfully managed from within the region. Our project selection criteria have included risk assessment, a harmony between the client’s values and our own, and our ability to

Asia

Sustainable solutions for rapid development

add value. In 2008, DHV’s companies in our three Asian home countries were connected to our global ICT platform and thus gained better access to the Group’s knowledge. Also, with a few exceptions, we succeeded in retaining the talent in our companies. Less satisfactory, however, was the experience of our urban development joint venture with the Modern Group: in view of the slowdown in China’s real estate market we decided to end the joint venture’s activities. The economic downturn is having an impact on China and India, Asia’s largest developing economies. However, even with the forecasted drop in growth rates they will still be among the highest in the world. Other developments include an anticipated tightening of environmental requirements, greater regulatory enforcement, and increased interest in sustainable building. China will stimulate its economy by accelerating investments in infrastructure projects – thus creating new opportunities for airports. India will do the same, although on a smaller scale, as the country allocates a bigger role to the private sector in public infrastructure development. In the year ahead, we will continue to be challenged to come up with innovative services to help our clients attain their objec-tives for sustainability, climate change, corporate responsibility, and cost efficiency.

Arnold Galavazi

25Developments in our Global Network

Objectives for 2008Commence with the mining sector.

Recruit, develop, and retain staff.

Focus on Corporate Responsibility.

Develop project management as project service line.

Objectives for 2009Diversify product chain.

Increase turnover outside South Africa.

Further implement the one-company concept.

Grow our business for mining clients through Turgis.

Results in 2008Global mining consultant Turgis joined the DHV Group.

Increased staff to over 1,000 employees in Africa; implemented a blueprint Retention Strategy within SSI.

Emphasized sustainability in every project, including mandatory project budgets; ran four Saturday Schools in South Africa; made a CR Management System operational.

Enhanced client service through a new project management sector.

Actions for 2009Increase focus on studies, consultancy, and asset management assignments.

Diversify internationally; focus on more projects outside South African borders in countries of choice.

Connect to the DHV Group’s Global ICT platform and Knowledge Broker Network.

Intensify internal cooperation in the DHV Group to offer integrated solutions to our mining clients.

Cape Town, South Africa Pretoria, South Africa Black Mfolozi Bridge, South Africa

In Africa we wish to be a leading consultancy by drawing on our strong knowledge of the challenges faced in the areas of mobility, water, energy, and resources. The DHV Group operates on the continent through SSI and Turgis. SSI works mainly in sub-Saharan Africa, with a primary focus on South Africa and other SADC countries, and Kenya/Tanzania. We aim to bring the global knowledge of the DHV Group to the local needs of our clients and their communities. Our major clients are governments, industry, commercial services, contractors and developers, and International Development Agencies.

In South Africa 2008 was a turbulent year. Severe power shortages were followed by a short period of xenophobic violence, political turmoil, and then the world credit crunch. These occurrences had an overall impact on the African economy and brought insecurity to our markets. The resources market, in which our Turgis mining consultants operate, was especially unstable. Despite these uncertainties, 2008 was a very good year for us. The South African economy is experiencing a boom, driven by the World Cup 2010 and high government spending on infrastructure projects. Turgis Consulting becoming a Group member was an important step in establishing an independent consultancy practice serving mining clients worldwide. During the whole year the ‘quest for

talent’ was a major challenge. Our staff’s workload was heavy and we had problems filling all our vacancies.

Internal cooperation within the DHV Group is growing. The world economy is globalizing, and we are able to offer our global private clients total solutions. Our in-depth technical expertise and our financial performance enable us to invest in the development of innovative sustainable solutions. By introducing our innovation awards, we acknowledge the importance of continuously improving our technical skills and stimulating our consultants to always look for a better solution. The implementation of our Corporate Responsibility Management System ensures our integrated approach to fulfill our promise of being a company for people from people.

We foresee a growing demand for easily-implemented sustain-able solutions. For too long public authorities paid insufficient attention to the management of public facilities. In addition, the demand in Africa for these basic facilities is growing rapidly. This demand, together with the lack of maintenance on existing assets, has resulted in a tremendous challenge for the public and private sector to upgrade public infrastructure. The DHV Group companies in Africa are ready to take on that challenge.

Naren Bhojaram

Africa

Ready to take on the challenge

Objectives for 2008Meet established 2008 financial goals.

Expand product sales distribution capability.

Develop stronger transit service offerings and expand client base.

Expand ITS capabilities in China and Europe.

Expand and strengthen position in aviation, water, and environment markets.

Objectives for 2009Continue to expand on 2008 Initiative successes.

Expand services and products related to tollways and transit.

Continue to expand corporate structure to support aggressive company growth in personnel, marketing, and project work.

Results in 2008Exceeded ‘new work brought in’ target by 40%; met profit target; fell slightly short of revenue target.

Intelligent Devices joined Delcan; held major marketing event with DHV at the ITS World Congress in New York.

Further integrated Parker and Associates; won several strategic projects and new clients.

Executed various projects in Poland and China; booked first ‘outside of North America’ NETworks® sales.

InterVISTAS joined; won new water projects; kicked off Sustainability/Environmental strategic initiative.

Actions for 2009Expand NETworks® features and extend licensing strategies accordingly to achieve larger client/buyer base.

Pursue new clients in the bus and rail transit markets.

Complete integration processes with newly acquired firms.

ITS World Congress, New York, USA Kicking Horse Canyon Bridge, Canada Emergency Ops Training Orlando, USA

26

Delcan, the DHV Group’s strategic partner for North America, is active in infrastructure, information systems, and water. We focus on consulting, program management, products, and technology integration. Our clients, which are located in North America, Africa, and Asia, are government agencies with responsibilities in highways, public works, water, transit, tollways, and airports. They are increasingly demanding low-risk and cost-effective solutions. We also see a growing demand for outsourcing traditional government work: leasing versus fully owning assets and schedule performance. The main developments in 2008 included the economic downturn, a change in the political climate and priorities, and the extension of projects into additional fiscal years at lower staffing requirements. We also saw an overall staff growth of approximately 30% and initiated structured succession planning for long-term leadership needs. Further, we launched a more aggressive corporate level marketing effort, backed up by various promotional activities. Lastly, we developed a corporate responsibility program that we will be rolling out in 2009.

Given the economic and political climate, our plan is to increase our staff in line with the acquisition of new work, balance staff across our various regional needs (as clients

adjust budgets to reflect lack of new budget resources), and roll-out our structured professional development program to accelerate/lead the growth of our younger generation of employees. Canadian aviation consultancy InterVISTAS becoming a DHV Group member in 2008 has further strengthened our position in North America. InterVISTAS has a strong international network and is active in specialized expertise areas, including privatization, air service development, border security, and tourism. Delcan also completed the acquisition of Intelligent Devices Incorporated (IDI) to further expand our product technology base and distribution opportunities.

Jim Kerr

North America

Low-risk and cost-effective solutions

27Projects

It is often said that there is nothing new under the sun. However, the degree of interconnectivity between people and people with nature is most certainly creating new situations for many and generates new thinking about integrated approaches.

The DHV Group theme for 2008, Connect and Deliver, is about translating thoughts to action and action to results. The following projects illustrate connections which were made to deliver cost effective results that increase safety, decrease pollution, and help prepare for the future. In addition to working closely with clients and partners, we also maintain long term relationships with universities, research institutions and professional platforms to explore new possibilities. We welcome such opportunities and invite others to join in connecting to new concepts and delivering to new realities.

It is difficult to say what is impossible, for the dream of yesterday is the hope of today and the reality of tomorrow. – Dr. Robert H. Goddard, US physicist and rocketry pioneer (1882-1945)

Connect & Deliver

Projects

28

Preparation and tendering of A15, Rotterdam, the Netherlands

Transportation

The A15 highway near Rotterdam is going to be widened and made safer. The project comprises a stretch of 40 km, the transformation of the Benelux and Vaanplein interchanges, and the construction of the new Botlek bridge. DHV is working together with the Dutch Directorate for Public Works and Water Management on the DBFM (Design, Build, Finance, & Maintain) contract, which will be for a duration of approximately 25 years. Under this contract form the contractor is not only responsible for the construction, but also for the financing, implementation, and maintenance.

29Projects

SSI improves Gauteng Freeway, South Africa SSI is participating in the Gauteng Freeway Joint Venture, which designs and supervises the upgrades of two sections of the major freeway around Johannesburg. These projects will reduce congestion and improve safety, and are part of the comprehensive South African National Road Agency Limited’s (SANRAL) Gauteng Freeway Improvement Project.The sections awarded to the Gauteng Freeway JV cover some 40 km of freeway. The assessment and major improvement of interchanges are also in the scope of work.

Largest arch bridge in PolandThe largest arch bridge in Poland was opened in mid 2008, spanning the river Vistula just outside the city of Pulawy. At a total length of 1,038 m, with a free span of 212 m, it is also one of the largest bridges in all of Europe. The bridge was designed by DHV in association with its partner Pomost. DHV was also responsible for the feasibility study and the Environmental Impact Assessment.

Traffic Management System in Sofia, BulgariaDHV and Delcan have studied the feasibility of an Intelligent Traffic Management System to improve the traffic flows within the city of Sofia. In consultation with the Sofia municipality, the local partner Cetra Sofia, and Vialis Traffic, recommendations were made for additional hardware, central software, and knowledge transfer.

Track doubling for Schiphol-Amsterdam, the NetherlandsIn a collaboration with Movares, DHV won the ProRail commission for the feasibility study for the OV-SAAL (Schiphol-Amsterdam-Almere-Lelystad) Cluster C. This involves the design for a doubling of the rail tracks around the Zuidas in Amsterdam. DHV will produce the routing decision (design), conduct noise research, make cost estimates, and design approximately 20 bridges and viaducts.

Subway extension in Toronto, Canada The Toronto Transit Commission has awarded a seven-year Project Management Services contract to Delcan. In a joint venture, Delcan is providing design, build and project man-agement services for the 8.6 km extension of Toronto’s Spadina subway line. The extension will be underground and will add six more stations.

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Design of an eco-city for a million inhabitants, China As one of the winners of an international competition, DHV was selected to design an ecological, coast- and city-development project in Caofeidian, an industrial zone in North China. The coastal city is to be built on an area of 150 km2 and will provide room for one million inhabitants. DHV has proposed an island and lagoon structure. This approach permits the creation of fresh groundwater in a sustainable manner, for use in the city’s green spaces. At high tide, the outer islands off the coast will form a sea wall that offers flood protection for the lagoon, which is located behind. The project is a collaboration between DHV in the Netherlands and China.

Sustainable development of transportation, Czech RepublicTogether with the Czech hydro-meteorological institution, DHV conducted a science and research project for the Czech Ministry of Transport. DHV developed a calibrated software model which enables the authorities to calculate future air pollution emissions from traffic, particularly those caused by tire attrition. The model can be used for existing and planned roads, and thus permits the authorities and designers to develop the transportation infrastructure in a very sustainable way. Nearly 40% of the Czech population lives in areas of high air pollution and the issue of tire attrition has yet to be studied systematically.

Environmental and Social Impact Assessment of the Trekkopje Uranium Mine, NamibiaTurgis Consulting was commissioned by UraMin Inc. (owned by Areva of France) to undertake a detailed Social and Environmental Impact Assessment of their proposed Trekkopje uranium mine on the west coast of Namibia. This includes the bulk power and water infrastructure development that would be required to supply the mine. The project faced a number of challenges, mainly arising from the very arid region (the Namib Desert) where the mine will be built. The unique biophysical environment on the site called for innovative measures to limit the mine’s environmental impact. The mine will need to be self-sufficient with regard to water supply, which will require that a sea-water desalination plant be constructed (photo). Close attention was also paid to realizing significant advantages to the local communities in terms of jobs, water, and energy supply.

Climate Action AholdFacing increasing attention for climate change and the need for an appropriate response, Ahold engaged DHV to assist the company in determining the strategic importance of this issue. Taking into account scientific facts, customer opinions, investors, NGO’s, and competitors behavior, a so-called ‘common understanding’ was created throughout the company. A draft corporate climate action vision has been interactively shared and discussed with Ahold’s subsidiaries in the Netherlands, the USA, Scandinavia and the Czech Republic.

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Spatial Planning and Environment

31Projects

The IJsselsprong area is one of the most beautiful in Gelderland, the Netherlands. But the IJssel river flows by the city of Zutphen through a bottle-neck, and can cause problems when waters are high. DHV incorporated the different interests of various parties to produce a thorough area development plan. The plan encompasses the objectives of ‘Room for the River’ – a government initiative aimed at giving rivers more room for overflow – and also allows for space for living next to the water. Interests of agriculture were seriously taken into consideration by strongly reducing the flood frequency. DHV managed the process and ensured the creation of an efficient and thorough plan that preserves the old cultural landscape.

IJsselsprong area development, Zutphen, the Netherlands

Flood Protection Barrier, St. Petersburg, Russia

Water

32

As member of a consortium, DHV has been responsible for the design of the Flood Protection Barrier at St. Petersburg. DHV delivered the highly complex hydraulic engineering for the flood barrier. This included the review and update of the designs, computer modeling, physical modeling, tender documents, assistance in the contracting, contractor bid review, and design supervision during the construction phase.

Innovative contracting of sludge dewatering plant, Apeldoorn, the NetherlandsDHV delivered a sludge dewatering plant in Apeldoorn for the Veluwe Waterboard in just 8 months. DHV performed the project as a General Contractor under an innovative Design & Build contract. The installation’s costs were approximately 10 percent below what they would have been under the conventional contracting method and the plant was operational 6 months earlier.

First Chinese Crystalactor® PlantAn environmentally-friendly phosphate removal unit will be built at DSM Nanjing Chemical Company. DHV is responsible for the basic design and detailed engineering and will supply the Crystalactor® Reactor. DHV will also perform equipment procure-ment, assistance in site erection supervision, startup, commissioning, and operator train-ing. With strong support of DSM, this will be the first DHV Crystalactor® plant in PR China.

Pollution abatement initiatives for the Yamuna river, IndiaA DHV consortium has successfully completed the enormous task of preparing sewerage, stormwater drainage, and sewage treatment master plans for eight cities located on the banks of the Yamuna river, one of the most important and sacred rivers of India. The project is backed by Japanese funding for the improvement of water quality of India’s major rivers. The master plan projects sanitation and sewerage for 12 million people in 2040; it takes into account all sections of society, and focuses particularly on people living in slum areas.

Flood protection for the Fraser river delta, CanadaTwo million people live in the Fraser river’s delta, an area which requires better protection against flooding. DHV is working together with Delcan on four flood-protection projects to provide the cities of Surrey, Richmond, Westminster and Delta with improved protection. Apart from climate change, the safety analyses will also take the (future) area developments into consideration.

Salinity control weir, MadagascarSSI has recently completed the construction supervision of a salinity control weir – part of a multi-million contract awarded by QIT Madagascar Minerals (QMM). SSI’s services included a water resources study for the mine; detailed design and supervision of the weir; bulk water supply and wastewater treatment design for the mine and its residential villages; a landfill design; preparation of the water management plan; and a stormwater management plan for a quarry. During the course of the contract, the SSI team was also tasked with undertaking a review of the capacity and condition of the local town’s water supply infrastructure, with a view to QMM’s funding repairs and upgrades of this system.

33Projects

34Solar-cell plant delivered in record time, Germany DHV delivered a solar-cell plant in record time to ARISE Technologies in the German town of Bischofwerda. The first solar cells were rolling off the production line within 61/2 months of the start of construction. DHV performed the complete design of the production facility, including architecture, structural engineering, process- and building-related installations, and was also responsible for supervision during construction.

Green Shanghai Natural History Museum, ChinaThe new Shanghai Natural History Museum aims to become a demonstration project realizing high-level sustainability ambitions, including becoming China’s first LEED-Gold certified museum. LEED Green Building Rating SystemTM is one of the international benchmarks for the design, construction, and operation of high-performance green buildings. The museum’s management has asked DHV to form a multidisciplinary Sustainability Team to recommend implementation strategies for all aspects of the design and construction, and to achieve the maximum sustainability benefits.

Asset Management for the municipality of Nijmegen, the NetherlandsOver the next 5 years DHV will provide the technical management of more than 650 buildings for the municipality of Nijmegen. This is the first time a Dutch municipality contracted the maintenance management of such a large real estate portfolio to a private sector party. Moreover, for nine large buildings, including the city hall, DHV is responsible, as general contractor, for regular and daily maintenance.

A single computer system controls blast-furnace, UkraineDHV has completed engineering for a computer operating system for a new blast-furnace in the Ukraine. Commissioned by Danieli Corus, DHV developed a system involving a total of 7,500 instruments that allows for the operation of the furnace from a single, central point: a unique approach in the steel industry. The project involved DHV locations in the Netherlands and the DHV Global Engineering Center in India.

Sustainable Technological Park in the Azores, Portugal DHV designed the new Technological Park of São Miguel for the Azores Regional Govern-ment. The park provides the base for a range of research organizations, companies, and public services dedicated to scientific research. Together, they form an innovation-stimulating working environment. DHV designed the park according to (sustainable) passive-building principles and incorporated the use of local materials.

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Building and Industry

35Projects

Using a clever construction concept, DHV designed the most slender multi-story apartment building in the Netherlands for property developer Memid Investments. The 90 meter-high ‘Scheepmakers tower’ in Rotterdam was given a concrete outerwall that provides sufficient stability, making an internal core unnecessary. The result: optimal flexibility and space distribution.

Super slender ‘Scheepmakers tower’, Rotterdam, the Netherlands

36

Aviation

NACO assessed the envisaged Chisinau airport rehabilitation program for the European Bank for Reconstruction and Development (EBRD). The NACO team prepared an air traffic forecast, reviewed the state of the airport assets, identified necessary infrastructure investments, and analyzed the financial feasibility of the development program.With assistance of the NACO expert team, a final investment program was defined for which the EBRD is providing a loan with EIB (European Investment Bank) co-financing.

Modernizing Chisinau Airport, Moldova

37Projects

Master Plans for Dammam and Riyadh airports, Saudi ArabiaThe General Authority of Civil Aviation has commissioned NACO to produce long-term development plans for the international airports of Dammam and Riyadh. By 2038, the airports are expected to be able to accommodate up to 20 and 45 million passengers a year, respectively. NACO, together with DHV and Innova, will also conduct an environmental analysis, landside simulations, and a financial/economic analysis, as well as investigate opportunities to increase non-aeronautical revenues.

Upgrading Kisumu Airport, KenyaKenya’s Airport Authority engaged NACO/SSI to super-vise the construction of the Kisumu airport upgrading works. The runway will be extended and widened to accommodate international flights. This will greatly enhance the economic potential of the area and open it up to commercial and tourist traffic from abroad. The project further entails a new terminal building, apron, and taxiway. NACO/SSI was also responsible for the feasibility study and engineering designs for the upgrade. Kisumu is the capital of Nyanza Province and the birth-place of President Barack Obama’s father. The airport upgrade and the Obama factor are a boost to economic development in Nyanza.

National Airport Master Plan, MalaysiaIn a commission from Malaysia Airports Holdings Berhad (MAHB), NACO is studying the expected development of Malaysia’s airport capacity over the next 50 years. The master plans will guide future airport development, and provide guidelines for environmental policies. The development of Low-Cost Carrier traffic is a special area of focus in the study. NACO is working in a joint venture with local partner KLIACS. Innova will contribute in the preparation of traffic forecasts and financial and economic studies.

Improved security screening at Regina International Airport, CanadaInterVISTAS was retained to address pre-board screening checkpoint capacity issues encountered at the Regina International Airport. The InterVISTAS team delivered a checkpoint layout, which is more capable of accommodating peak-hour traffic demand. The mandate involved reconfiguring the existing layout of the security screening lines to allow for more efficient passenger flows and increased visibility of passenger movements and checkpoint activities.

38 Financial Statements

Financial Statements 2008Consolidated Balance Sheet

Assets

Fixed assets Intangible fixed assetsTangible fixed assetsFinancial fixed asssetsDeferred taxation Current assetsWork in progressReceivablesCash and cash equivalents

2007

68,333

123,322

191,655

20,252 42,889

4,655 537

3,590 105,974

13,758

2008

88,481

143,443

231,924

37,322 44,652

5,154 1,353

13,859 113,775

15,809

Group equity and liabilities

Group equity Shareholders’ equity Minority interest Provisions Long-term liabilities Current liabilities

2007

61,670

5,397

29,336

95,252

191,655

59,883 1,787

2008

65,287

4,579

29,922

132,136

231,924

63,227 2,060

(e thousands)

(2)]

(3)]

(4)]

(5)]

(6)]

(7)]

(8)]

(9)]

(10)]

(11)]

39Financial Statements

Consolidated Profit and Loss Account

Net turnover Movement in work in progress Total revenue Cost of work subcontracted and other external charges Staff costs Depreciation Other operating costs Operating cost Operating profit Net interest expense Profit before taxation Taxation Profit/Loss of non-consolidated participating interests Profit for the period Minority interest Net profit

2007

395,033

-2,806

392,227

380,092

12,135

-2,170

9,965

-3,156-87

6,722

-681

6,041

117,387 186,465

6,740 69,500

2008

467,670

9,644

477,314

458,047

19,267

-3,539

15,728

-5,638 160

10,250

-855

9,395

151,989 209,837

9,624 86,597

(14)]

(15)]

(16)]

(17)]

(18)]

(e thousands)

40 Financial Statements

Consolidated Statement of Changes in Equity

Group equity

Minority interest

Share-holders

equity

Other reserves

Statutory reserves

Reserve exchange

rate dif-ferences

Share premium

Issued share

capital

59,679

--420

6,722-191-295

-3,825

1,991

61,670

1,378

--112

681--

-160

409

1,787

58,301

--308

6,041-191-295

-3,665

1,582

59,883

48,732

-1,379-

6,041-191-295

-22

4,154

52,886

3,937

1,379-----

1,379

5,316

-1,115

--308

----

-308

-1,423

6,201

-----

-3,601

-3,601

2,600

546

-----

-42

-42

504

(e thousands)

Balance at 1 January 2007

Movements 2007

Changes in statutory reservesExchange rate differencesProfit for the periodCumulative preference dividendOrdinary dividendOther movements

Net movement 2007

Balance at 31 December 2007

Group equity

Minority interest

Share-holders

equity

Other reserves

Statutory reserves

Reserve exchange

rate dif-ferences

Share premium

Issued share

capital

61,670

--5,66610,250

-800-3,655

2,854634

3,617

65,287

1,787

--390

855---

-192

273

2,060

59,883

--5,276

9,395-800

-3,6552,854

826

3,344

63,227

52,886

-310-

9,395-800

--

396

8,681

61,567

5,316

310------

310

5,626

-1,423

--5,276

-----

-5,276

-6,699

2,600

----

-3,6552,854

430

-371

2,229

504

-------

-

504

Balance at 1 January 2008

Movements 2008

Changes in statutory reservesExchange rate differencesProfit for the periodDividend paidPurchase of shares - old shareplanIssue of shares - new shareplanOther movements

Net movement 2008

Balance at 31 December 2008

41Financial Statements

Consolidated Cash Flow Statement

Cash flow from operating activitiesOperating profitAdjustments for- Amortization of intangible fixed assets- Depreciation of tangible fixed assets- Movement in provisions

Movement in working capital- Work in progress- Receivables- Current liabilities

Net cash generated by business operations

Profit/Loss of non-consolidated participating interestsInterest paidTaxation paid

Net cash generated by operating activities

Cash flow from investing activitiesAcquisition of group companiesAdditions to intangible fixed assetsAdditions to tangible fixed assetsInvestment in non-consolidated participating interestsNet cash utilised in investing activities

Cash flow from financing activitiesRepayment of/proceeds from long-term liabilitiesPurchase of own sharesDividend paidNet cash utilised in/generated from financing activities

Net decrease in cash and cash equivalents

Cash and cash equivalents less amounts owed to credit institutions at 1 January

Cash and cash equivalents less amounts owed to credit institutions at 31 December

Movement in cash position

2007

10,303

-23,497

3,612

-9,582

18,312

8,730

-9,582

12,135

2,450

1,068

15,653

-5,350

-4,371-2,457

-15,098-1,571

7,741-3,643

-486

2008

9,190

-30,664

-2,111

-23,585

8,730

-14,855

-23,585

19,267

7,991

-8,933

18,325

-9,135

-23,098-2,418-4,480

-668

-1,311-

-800

2,7106,915

-1,634

-13,304525

3,846

160-3,539-5,756

1,4595,281

-4,290

-5,068-12,587

18,723

-87-2,196-3,067

(e thousands)

42 Financial Statements

Summary of Significant Accounting Policies

1.1 GeneralThe principle accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. Certain comparitive amounts have been reclassified to conform with changes in the current year’s presentation.

1.2 Basis of preparationThe consolidated financial statements have been prepared in accordance with the statutory provision of Part 9, Book 2 of the Netherlands Civil Code and the financial reporting requirements as set forth in the Guidelines for Annual Reporting in the Netherlands. The consolidated financial statements have been prepared under the historical cost convention.

The preparation of financial statements in conformity with Part 9, Book 2 of the Netherlands Civil Code requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements, are disclosed in Note 1.17.

Most of the financial statements of the consolidated Dutch group companies of DHV Holding B.V. are presented in accordance with the exemption as provided in Section 403(1), Book 2 of the Netherlands Civil Code.

1.3 Consolidationa)SubsidiariesSubsidiaries are all entities (including special purpose entities) over which the Group has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Companies in which the Group exercises joint control are consolidated on a pro rata basis, unless its interest is negligible. Subsidiaries are fully consolidated from the date on which control is acquired by the Group. They are de-consolidated from the date that control ceases or a decision is made to close its operational activities.

The monetary amount or its equivalent that was agreed for the acquisition of the business plus any directly attributable costs qualifies as the acquisition price. The excess of the cost of acquisition over the book value of the Group’s share of the identifiable net assets acquired is recorded as goodwill. If

the acquisition price is lower than the book value of the net identifiable assets, the difference (i.e. negative goodwill) is offset against positive goodwill. Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated but considered an impairment indicator of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

b)TransactionsandminorityinterestsThe Group applies a policy of treating transactions with minority interests the same as with parties external to the Group. Disposals to minority interests result in gains and losses for the Group that and are recorded in the income statement. Pur chases from minority interests can result in goodwill, being the difference between any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary.Minority interests in group equity are stated at the amount of the net interest in the group companies in question.c)Non-consolidatedparticipationsAssociates are all entities over which the Group has significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted for using the equity method of accounting and are stated at their share in the net asset value, which is calculated based on the accounting policies that are in effect for these financial statements. The Group’s share of its associates’ post-acquisition profits or losses is recognized in the income statement, and its share of post-acquisition movements in reserves is recognized in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognize further losses, unless it has incurred obligations or made payments on behalf of the associate.

d)JointventuresA joint venture is a contractual arrangement whereby two or more parties undertake an economic activity that is subject to joint control. Joint ventures are stated at their share in the net asset value.When the Group’s share of losses are greater than its interest in the joint venture, further losses are not recognized unless the Group has incurred obligations or made payments on behalf of the joint venture.The results from joint ventures which are regarded as an extension of DHV projects are recognized as operating profit.

43Financial Statements

1.4 Foreign currency translationa)FunctionalandpresentationcurrencyItems included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). The consolidated financial statements are presented in euros, which is the company’s functional and presentation currency.

b)TransactionsandbalanceForeign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies, are recognized in the income statement.

c)GroupcompaniesThe results and financial position of all the group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:• Assets and liabilities for each balance sheet presented are

translated at the closing rate at the date of that balance sheet.

• Income and expenses for each income statement are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions).

• All resulting exchange differences are recognized as a separate component of equity.

On consolidation, exchange differences arising from the translation of the net investment in foreign operations, and of borrowings and other currency instruments designated as hedges of such investments, are taken to shareholders’ equity. When a foreign operation is partially disposed of or sold, exchange differences that were recorded in equity are recognized in the income statement as part of the gain or loss on sale.

1.5 Intangible fixed assetsa)GoodwillGoodwill at acquisition of subsidiaries and non-consolidated participations is calculated in accordance with section 1.3. Goodwill is amortized on a straight line basis over its estimated useful life of no more than 20 years. Separately recognized goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

b)SoftwareSoftware includes internally developed and purchased software. The estimated useful life of software is 5 years.

1.6 Tangible fixed assetsLand and buildings are stated at cost plus additional expenses, or manufacturing price less accumulated depreciation and impairment losses. Depreciation is calculated on a straight line basis over the estimated life of the asset. Land is not depreciated. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred.

The estimated average useful life by category is as follows: Buildings 10 to 33 years Computer hardware 3 to 5 yearsOther fixed assets 3 to 10 years

The cost of major repairs to buildings is capitalized and depreciated over 5 to 10 years if such repairs should extend the life of a building.

1.7 Impairment of fixed assetsThe Group assesses at every balance sheet date whether there is any evidence that a fixed asset is impaired. If any such evidence exists, the recoverable amount of the asset is determined. If it should prove to be impossible to determine the recoverable amount for the individual asset, the recoverable amount of the cash-generating unit to which the asset belongs is determined. A loss qualifies as an impairment loss if the book value of an asset is higher than its recoverable amount; the recoverable amount is the higher of net realisable value and value in use.

If it is established that an impairment that was recognized in the past no longer exists or has decreased, the increased book value of the asset in question is not set any higher than the book value that would have been determined had no impairment been recognized for the asset.

1.8 Work in progressWork in progress is stated at the selling price. For each project, profit is allocated by reference to the percentage of completion of the services provided as a proportion of the total service provision. Expected losses and known risks are provided for in the period in which they become known and are credited against Work in progress. In addition, progress invoices and payments received in advance are also credited against Work in progress.

44 Financial Statements

1.9 Receivables Receivables are stated at face value net of any provision for doubtful debts. When a receivable is uncollectible, it is written off against the provision. Subsequent recoveries of amounts previously written off are credited to the income statement.

1.10 Cash and cash equivalents Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are included under amounts owed to credit institutions, which are disclosed as current liabilities on the balance sheet.

1.11 Shareholders’ equityThe consideration paid for the repurchase of shares is deducted from other reserves, until such time that these shares are cancelled or sold. If shares are sold, any proceeds are added to the other reserves.

Costs directly related to the purchase, sale and/or issue of new shares are recognized directly in shareholders’ equity net of any relevant tax effects. Other direct movements in shareholders’ equity are also recognized net of any relevant tax effects.

1.12 Provisionsa)GeneralProvisions for professional indemnity claims, restructuring costs and legal claims are recognized when: the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated.

Provisions are measured at the best estimate of the amount that is necessary to settle the liability at the balance sheet date. With the exception of the pension provision, provisions are stated at face value.Unless stated otherwise, provisions are of a long-term nature.

b)PensionprovisionIn the Netherlands, most employee pension entitlements are joined in a group defined contribution plan, which is administrated by Stichting Pensioenfonds DHV. The contributions payable by DHV are recognized in the profit and loss account for the year in which they are due. In addition, DHV operates a small number of defined benefit plans with a limited number of participants. Typically, defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on factors such as age, years of service and compensation. The pension obligation disclosed in the balance sheet represents

the present value of the pension obligation net of the fair value of the plan assets. This is offset against unrecognized actuarial gains and losses, and unrecognized past-service cost. Independent actuaries calculate the pension provision annually based on the projected unit credit method. The discounted cash flow calculation of the pension obligation is based on interest rates applicable to high-quality corporate bonds with terms more or less equal to that of the pension obligation. Actuarial gains and losses following changes in actuarial principles that exceed 10% of the higher of the pension obligation term and the fair value of the plan assets at the beginning of the year are recognised as income or expense over the expected average remaining working lives of the employees in question.

c)DeferredincometaxDeferred income tax is provided on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled. Deferred tax is stated at nominal value.

Deferred income tax assets are recognized to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized.

1.13 Long term liabilitiesa)BorrowingsBorrowings are recognized initially at nominal value, net of transaction costs incurred. Borrowings are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the income statement over the period of the borrowings using the effective interest method.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date.

1.14 Leasesa)FinanceleaseThe Group leases some of its fixed assets where it retains substantially all the risks and rewards of ownership of these assets. These assets are capitalised as soon as the lease contract is concluded at the lower of the fair value of the asset or the present value of the minimum lease instalments. Lease commitments are recognized as long-term liabilities exclusive of interest. The interest component is recognized in the profit and loss account proportionate to the lease instalments. The relevant assets are depreciated based on their estimated useful life or the lease period, if shorter.

45Financial Statements

b)OperatingleaseLeases in which a significant portion of the risks and rewards of ownership are not retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the income statement.

1.15 Financial instrumentsThe Group hedges currency risks through the use of financial instruments. No financial instruments are held for trading purposes. Financial instruments are not disclosed in the balance sheet. The market value included in the notes represents the difference between the face vale and the fair value at the balance sheet date.

1.16 Revenue recognitiona)GeneralProfit represents income from services rendered less expenses and other costs attributable to the financial year. Gains or losses on transactions are recognized in the year in which they are posted.

Profit on orders is recognized in accordance with the percentage of completion method. It includes profit on orders executed entirely for the Group’s own account and risk as well as a share of the profit on orders executed together with partners. Revenue from time and material contracts, typically from delivering design services, is recognized at the contractual rates, as labour hours are delivered and direct expenses incurred.

Revenue from fixed-price and percentage fee based contracts for delivering design services is recognized under the percentage-of-completion (POC) method. Under the POC method, revenue is generally recognized based on the services performed to date as a percentage of the total services to be performed.

Expected losses and known risks are provided for in the period in which they become known and are credited against the item ‘Work in progress’.

b)NetturnoverTurnover comprises the fair value of the consideration for the sale of goods and services to third parties, net of discounts and exclusive of value added tax attributable to activities performed during the reporting period.

c)MovementworkinprogressAt the balance sheet date, the invoicing of projects does not equal project costs or project results. The difference between these two amounts at 1 January and 31 December is shown separately as a part of total revenue.

d)OperatingcostsOperating costs are allocated to the reporting period to which they relate.

e)GovernmentgrantsOperating grants are recognized as an income item in the profit and loss account in the year in which the subsidised costs are incurred, income is lost or a subsidised operating deficit has occurred.Grants are recognized as soon as it is likely that they will be received and the Group will comply with all attached conditions.

f)NetinterestexpenseNet interest expense comprise of interest received and paid, and are allocated to the period to which they relate.

g)DividendincomeDividend income is recognized when the right to receive payment is established

h)DividenddistributionDividend distribution to shareholders is recognized as a liability in the Group’s financial statements in the period in which the dividends are approved by the Company’s shareholders.1.17 Critical accounting estimates and assumptionsThe Group makes estimates and assumptions concerning the future, the resulting accounting estimates will, by definition, rarely equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are outlined below.

a)RevenuerecognitionThe Group uses the percentage-of-completion method in accounting for its fixed-price contracts to deliver design services. Use of the percentage-of-completion method requires the Group to estimate the services performed to date as a proportion of the total services to be performed.

46 Financial Statements

2007Total

23,1545,723

-88-65

76-76

1,066

29,790

7,3721,459

-8-

-57772

9,538

15,78220,252

Software

4,3712,300

-64

--76

1,066

7,725

3,266557

10-

-57772

4,548

1,1053,177

Goodwill

18,7833,423

-88-129

76--

22,065

4,106902-18

---

4,990

14,67717,075

2008Total

29,79015,061

--1,448

5,914--

49,317

9,5382,710-614

361--

11,995

20,25237,322

Software

7,7252,418

--537

463--

10,069

4,5481,206-547

361--

5,568

3,1774,501

Goodwill

22,06512,643

--911

5,451--

39,248

4,9901,504

-67---

6,427

17,07532,821

Notes to the Consolidated Financial Statements

Intangible fixed assets

CostBalance at 1 JanuaryAdditionsDisposalsExchange rate movementsNew consolidationsDeconsolidationsRe-allocation

Balance at 31 December

AmortizationBalance at 1 JanuaryAmortizationExchange rate movementsNew consolidationsDeconsolidationsRe-allocation

Balance at 31 December

Book value1 January31 December

2]

(e thousands)

2007

3,2134,6898,531

642

17,075

2008

9,4939,4649,1974,667

32,821

The book value of Goodwill is geographically divided as follows:

North AmericaAfricaThe NetherlandsEurope (excluding the Netherlands)

Total

47Financial Statements

2007Total

80,24815,387-5,374

-361331

-907-1,066

88,258

46,7085,281

-5,085-254

277-786-772

45,369

33,54042,889

2008Total

88,2584,517-610

-2,4967,006

-19-

96,656

45,3696,915-573-867

1,173-13

-

52,004

42,88944,652

Other

25,1492,733

-1,229-101

--590

-

25,962

17,3112,039

-1,093-52

--516

-

17,689

7,8388,273

Other

25,9622,813-233-834

604-11

-

28,301

17,6892,143-196-290

195-6

-

19,535

8,2738,766

Computer hardware

10,91812,415-3,967

-260352

-317-1,066

18,075

9,6271,516

-3,926-202

282-270-772

6,255

1,29111,820

Computer hardware

18,0751,526-377-678

573-8

-

19,111

6,2553,005-377-567

438-7

-

8,747

11,82010,364

Land and buildings

44,181239

-178-

-21--

44,221

19,7701,726

-66-

-5--

21,425

24,41122,796

Land and buildings

44,221178

--984

5,829--

49,244

21,4251,767

- -10540

--

23,722

22,79625,522

Tangible fixed assets

CostBalance at 1 JanuaryAdditionsDisposalsExchange rate movementsNew consolidationsDeconsolidationsRe-allocation

Balance at 31 December

DepreciationBalance at 1 JanuaryDepreciationDisposalsExchange rate movementsNew consolidationsDeconsolidationsRe-allocation

Balance at 31 December

Book value1 January31 December

Land is stated at cost, being € 5.0 million. Based on the most recent appraisal (2008), the actual value of the buildings is approximately € 48 million. Land and buildings with a book value of € 14.3 million are encumbered. Land and buildings with a book value of € 3.8 million have been placed on the market for sale. An undisclosed net reserve of € 19 million exists due to the market value of land and buildings exceeding its book value.

Tangible assets with the following book values are held under financial lease:

2007Total

10,785

2008Total

10,663

Other fixed

assets

816

Other fixed

assets

1,027

Computer hardware

3,471

Computer hardware

3,336

Land and buildings

6,498

Land and buildings

6,300

(e thousands)

3]

48 Financial Statements

Included in Equity share income is an amount of € 0.6 million recognized as operating profit in the income statement.5 participating interests are included with a total equity deficit of € 0.06 million under the equity method of accounting (2007: € 0.1 million). For an overview of participating interests, refer to the section entitled ‘Other information’ on page 66.

4]

Work in progress

Balance of work in progressPayments on account

Invoiced in advance

2007

36,113-8,356

27,757-24,167

3,590

2008

46,178-3,807

42,371-28,512

13,859

5]

(e thousands)

2007Total

2,956

2,712-321

128-87

-733

1,699

4,655

Amounts owed by

participating interests

631

204-43190

--

351

982

Participatinginterests

2,325

2,508-278

-62-87

-733

1,348

3,673

Financial fixed assets

Balance at 1 January

Movement in book valueInvestmentsDisposalsExchange rate movementsEquity share incomeDividend distribution

Balance at 31 December

2008Total

4,655

1,412-857-169

708-595

499

5,154

Amounts owed by

participating interests

982

826-

-108--

718

1,700

Participatinginterests

3,673

586-857

-61708

-595

-219

3,454

6]

2007Net

-105-687

406431

44448

537

Liabilities

1491,149

----

1,298

BuildingsProjectsProvisionsTax lossesOtherPensions

Balance at 31 December

Deferred taxation

Assets

44462406431

44448

1,835

2008Net

189-993

847623247440

1,353

Liabilities

1631,402

22 - 2-

1,589

Assets

352409869623249440

2,942

Sources of deferral

49Financial Statements

Receivables

Trade debtorsParticipating interestsOther receivablesPrepayments

2007Falling due

> 1 year

4,516 124

2,611 -

7,251

Total

94,871 1,956 6,419 2,728

105,974

2008Falling due

> 1 year

3,666 -

2,016 21

5,703

Total

99,419

267 10,718

3,371

113,775

The provision for doubtful debts was raised on the static method.For 2008, it amounted to € 4.5 million (2007: € 3.7 million).

Cash and cash equivalents

Cash at bank and in hand does not include any deposits (2007: € nil).

7]

8]

9]

Total

5,397

1,686 -2,441

-63

4,579

Other

3,635

1,686-2,403

-63

2,855

Pensions

1,762

--38

-

1,724

Balance at 1 January

MovementAdditionsWithdrawalsExchange rate movements

Balance at 31 December

Provisions

PensionsMost of the Dutch defined contribution pension plans are adminis-tered by Stichting Pensioenfonds DHV. A number of smaller defined benefit obligations are disclosed based on the accounting policies described. In addition to the aforementioned plans, DHV operates

defined contribution plans both in and outside the Netherlands. The pension obligation disclosed in the balance sheet also includes a provision for accumulated benefit obligations for personnel of one of the group companies.

Balance at31-12-2008

4,527 -3,170

1,357 367

1,724

Actuarialprofit/loss

291 -234

57 59

116

Cash and cashequivalents

41-779

-738-

-738

Profit and loss account

236 348

584 -

584

Present value of funded staff obligationsFair value of plan assets

Subtotal Unrecognized gains and losses

Net funded staff obligation

The funded staff obligations can be broken down as follows:

Balance at01-01-2008

3,959 -2,505

1,454 308

1,762

(e thousands)

50 Financial Statements

The key actuarial principles are as follows:

(%)

Discount rateExpected return on investmentsExpected pension indexationsExpected salary increases

2007

5.60 5.60 0.30 2.00

2008

5.60 5.60 0.30 2.00

(e thousands)

2007Total due

> 1 year

9,513

10,101 9,722

29,336

2008Total due

> 1 year

9,184 10,174 10,564

29,922

Mortgage loanFinance leaseOther

Long-term liabilities

Due> 5 year

7,246 7,530 1,946

16,722

Due> 1 year

1,938 2,644 8,618

13,200

Due< 1 year

330 1,432 1,882

3,644

Repayment obligations due within 12 months of the end of the financial year are disclosed under current liabilities as ‘Amounts due to credit institutions’. The mortgage loan has a remaining term of 11 years. Fixed interest rates of 4.79% and 5.80% applies to amounts of € 4.9 million and € 4.6 million respectively.

10]

Other provisions Other provisions relate mainly to obligations by virtue of restructuring and redundancy obligations as well as claims. The provision for restructuring concerns the costs that are directly related to initiated reorganizations. The restructuring provision is made as soon as a detailed plan has been drawn up for a reorganization and this plan has been communicated to those affected.

Balance at31-12-2007

3,959-2,505

1,454308

1,762

Actuarialprofit/loss

-509557

48-45

3

Cash and cashequivalents

23-270

-247-

-247

Profit and loss account

134-77

57-11

46

Present value of funded staff obligationsFair value of plan assets

Subtotal Unrecognized gains and losses

Net funded staff obligation

Balance at01-01-2007

4,311-2,715

1,596364

1,960

51Financial Statements

11]

12]

Current liabilities

Amounts owed to credit institutionsTrade creditorsTaxation and social securityAmounts owed to participating interestsOther liabilitiesAccruals and deferred liabilities

2007

5,027 33,775 12,956

2,077 21,696 19,721

95,252

2008

30,664 38,632 14,601

1,576 30,890 15,773

132,136

Bank overdraft and short term loan facilities have been negotiated with credit institutions. The average interest rate in 2008 on these short term facilities was 5.1% (2007: 4.6%). These facilities are unsecured except for pari passu clauses.

Commitments not disclosed in the balance sheet Long-term commitments Future commitments under operating lease agreements are as follows:

Due within 1 yearDue within 1 to 5 yearsDue after more than 5 years

2007

10,992 16,642

5,267

32,901

2008

8,635 20,706

3,384

32,725

Delayed acquisition cost The Group has commitments in respect of contractual earn-out agree-ments towards the vendors of certain businesses acquired in the past. The final payment date under these agreements, should all conditions be met, will be in 2012.

During the year the Group paid an additional cash consideration of € 1.7 million to the vendors of Stewart Scott International Holdings (Pty) Ltd (acquired on 1 July 2005) in respect of a contractual earn-out agreement. This amount was recognized as additional Goodwill.

Guarantees At 31 December 2008 the Group had contingent liabilities in respect of guarantees provided to third parties arising in the ordinary course of business to the value of € 40.1 million (2007: € 39.7 million). Tax risks By virtue of its operations in various countries, the Group incurs operational and/or tax claims. Where their effect can be reasonably estimated, such claims are provided for as soon as they arise. The existing provisions are considered sufficient to cover the potential consequences of pending claims.

Declaration of liability The company has issued a declaration of joint and several liability for most of the Dutch group companies as referred to in Section 403, Book 2 of the Netherlands Civil Code. The Group is severally liable for all debts of the joint ventures referred to in the section entitled ‘Other information’. In addition, the Group in the Netherlands is liable for any obligations arising under the Dutch Sequential Liability Act. Unrecognized liabilities None of the group companies is involved in legal proceedings, either as a plaintiff or as a defendant that would significantly affect the Group’s financial position.

(e thousands)

52 Financial Statements

13]

14]

Financial instruments Financial instruments not disclosed and accounted for in the balance sheet At 31 December 2008, the fair value of the forward exchange contracts amounted to € 0.06 million positive (2007: € 1 million positive).

Interest rate risk No financial instruments were employed to hedge the interest rate risk on the balance of net current assets and liabilities in the financial year 2008.

Credit risk The maximum credit risk for the instruments included in the balance sheet at 31 December 2008 is equal to their net book value. There is virtually no concentration of credit risk.

Fair value of financial assets and liabilities With the execption of long-term liabilities, the fair value is equal to the book value. The fair value of the mortgage loan and the finance lease is approximately € 15.5 million (2007: € 16.1 million).

Net turnoverTurnover by region

The NetherlandsAfricaEurope (excluding the Netherlands)AsiaNorth AmericaOther

%

54.116.411.410.6

6.41.1

100.0

2007

213,679 64,711 45,157 41,965 25,163

4,358

395,033

%

53.218.211.911.7

5.0-

100.0

2008

249,033 84,97055,498 54,823 23,346

-

467,670

(e thousands)

%

22.724.923.924.0

4.5

100.0

2007

89,652 98,329 94,406 94,829 17,817

395,033

%

25.923.523.022.8

4.8

100.0

2008

121,151 109,850 107,769 106,502

22,398

467,670

Staff costs

Salaries and wagesSocial security costsPension costsProfit sharing

2007

149,574 14,769 16,155

5,967

186,465

%

80.27.9 8.7

3.2

100.0

2008

166,706 18,350 17,939

6,842

209,837

%

79.5 8.7 8.5 3.3

100.0

15]

Turnover by market

WaterTransportationSpatial Planning and EnvironmentBuilding and IndustryAviation

53Financial Statements

2007Total

446,000364,000

33,200 29,500 29,500 26,650 13,300

8,600

2008Total

490,000420,000

33,600 27,800 29,500 26,800 26,900

-

(in e)

Executive BoardB.M. van Ee, PresidentP.W. Besselink, Vice President

Supervisory BoardW. van Vonno, ChairmanJ.H.M. LindenberghA.B.M. van der Plas, Deputy Chairman A.P.M. van der PoelS.M. Dekker (from 1 July 2007)H. Zwarts (until 31 March 2007)

Executive Board and Supervisory BoardThe Executive and Supervisory Board directors were remunerated in 2008 as listed below. The amounts are exclusive of any expense allowances. For further details, refer to the Remuneration Report on our website (www.dhv.com/corporategovernance).

Pension

59,00050,000

Variable

109,00093,000

Salary (incl. social

security costs)

322,000277,000

Workforce by regionIn the 2008 financial period there were on average 4,717 FTE’s (2007: 3,986) employed by DHV Holding BV and its group companies. The average workforce by region is as follows: (in full-time equivalents)

The NetherlandsAfricaAsiaEurope (excluding the Netherlands)North America

%

50171810

5

100

2007

1,965 685 707 414 215

3,986

%

44211812

5

100

2008

2,090 1,006

829 572 220

4,717

(e thousands)

54 Financial Statements

Other operating costs

Occupancy costsOffice expensesTravel and accomodationWork by third partiesTemporary staffOther operating expenses

2007

9,341 10,549 11,331 14,209 18,920

5,150

69,500

2008

10,08414,60213,34818,01221,376

9,175

86,597

16]

Included in Work by third parties are fees paid to the statutory auditor of the Group for professional services relating to:

Audit fees - annual financial statementsAudit fees - otherOther services

2007

634 122

90

846

2008

726125

40

891

Net interest expense

Interest incomeInterest expense

2007

974-3,144

-2,170

2008

3,084 -6,623

-3,539

The abovementioned remuneration for services to the company and its consolidated entities were provided by accounting firms and external accountants as mentioned in Section 1, part 1 of the Act ‘Supervision Accountant Organizations’.

(e thousands)

17]

55Financial Statements

18]

19]

2007

%

31.7

31.9

25.52.60.23.24.81.4

-5.8

31.9

Taxation

3,156

3,156

5,600168

5,768-2,612

3,156-

3,156

Explanation effective tax rateProfit before taxationResult non-consolidated participations

Group profit before taxation

Nominal tax rate in the NetherlandsForeign tax rate differencesPermanent non-taxable incomePermanent disallowed expensesTax losses not recognizedAdjustments for previous yearsImpact of liquidating losses

Effective tax rate

Explanation tax expenseCurrent yearAdjustments for previous years

Total current taxDeferred tax

Total tax expenseTax taken directly through equity

Tax expense per income statement

Taxation

Gross amount

9,965-87

9,878

2008%

35.8

35.5

25.52.5

-1.65.52.41.6

-0.4

35.5

Taxation

5,638

5,638

5,658252

5,910-721

5,189449

5,638

Gross amount

15,728160

15,888

(De)consolidated from

1 January1 January1 January

1 April1 October

1 January

Holding at 31-12-2008

100%100%

70%100%

70%

0%

Acquired/Sold

100%100%

5%100%

70%

-100%

Country

The NetherlandsPoland

South AfricaSouth Africa

Canada

Bolivia

AcquisitionsInfocus B.V.Hydroprojekt Sp. z o.o.Stewart Scott International Holdings (Pty) Ltd.Turgis Technology (Pty) Ltd.InterVISTAS Consulting Inc.

DisposalsDHV Sudamérica S.R.L.

Movements in consolidated investments

The following acquisitions and disposals were made in 2008:

(e thousands)

56 Financial Statements

Effect of Acquisitions and Disposals

Assets

Fixed assetsIntangible fixed assetsTangible fixed assets

Total fixed assets

Current assetsReceivablesCash and cash equivalents

Total current assets

Total assets

Liabilities

Minority interest

Long-term liabilities

Current liabilities

Total liabilities

Total shareholders’ equity

Recognized goodwill

Total liabilities/proceeds on sale

Amounts not yet paid

Cash and cash equivalents acquired/sold

Net cash outflow

Total

5,5525,828

11,380

8,5311,283

9,814

21,194

-280

1,897

7,401

9,018

12,176

12,643

24,819

-437

-1,283

23,099

Disposals

- -6

-6

-51-66

-117

-123

-

-14

-86

-100

-23

-

-23

23

66

66

Acquisitions

5,5525,834

11,386

8,5821,349

9,931

21,317

-280

1,911

7,487

9,118

12,199

12,643

24,842

-460

-1,349

23,033

20]

(e thousands)

57Financial Statements

Related partiesRelated parties comprise of participating interests, group companies, joint ventures, the Executive Board, the Supervisory Board and the International Policy Board. Participating interestsFor a list of key participating interests, refer to to the section ‘Other information’ on page 66. Transactions within the Group involve the mutual provision of project support services. Joint venturesFor a list of key joint ventures, refer to the section ‘Other information’ on page 66. Transactions between the Group and these joint ventures involve the mutual provision of project support services. Other group companiesFor a list of Group companies in which a minority interest is held, refer to the section ‘Other information’ on page 66. Transactions between the Group and its minority interests primarily comprise the provision of project support services.

Other related partiesDHV FoundationThe Foundation holds about 91% of the ordinary shares. The Works Council, the Supervisory Board and the Executive Board jointly each appoint a member to the Foundation’s Board. DHV Trust OfficeThe Trust Office holds 4% of the ordinary shares issued. DHV Priority FoundationThe Priority Foundation holds one priority share.

For further detail on the abovementioned related parties, refer to page 70.

21]

(e thousands)

58 Financial Statements

Company Balance Sheet

Assets

Fixed assets Intangible fixed assets Financial fixed asssets Current assets Receivables from group companies Other receivables Cash and cash equivalents

2007

81,677

2,254

83,931

12,973 68,704

1,400 842

12

2008

112,878

6,477

119,355

18,919 93,959

1,783 4,613

81

Equity and liabilities

Shareholders’ equity Provisions Current liabilities

2007

59,883

4,646

19,402

83,931

2008

63,227

3,373

52,755

119,355

Company Profit and Loss Account

Profit from participating interests

Balance of other income and expenditure after taxation Net profit

2007

11,508

-5,467

6,041

2008

19,370

-9,975

9,395

The company profit and loss account has been prepared in accordance with the provisions of section 402 of Book 2 of the Netherlands Civil Code.

(2)]

(3)]

(4)]

(5)]

(6)]

(e thousands)

59Financial Statements

Notes to the Company Financial Statements

General

Basis of preparation The company financial statements have been prepared in accordance with the provisions of section 9, Book 2 of the Netherlands Civil Code.

Summary of significant accounting policiesThe accounting policies for the company are the same as for the Group.

1]

Intangible fixed assets

Goodwill

Cost Balance at 1 January Additions Disposals Balance at 31 December Amortization Balance at 1 January Amortization Balance at 31 December Book value 1 January 31 December

2007

17,0634,033

-3,358

17,738

3,931834

4,765

13,13212,973

2]

2008

17,738 7,021

-

24,759

4,765 1,075

5,840

12,97318,919

(e thousands)

60 Financial Statements

Balance at 1 January Movement in book value Acquisitions/loans issued Disposals/loan repayments Exchange rate movements Profit of participations Dividend of participations

Balance at 31 December

Financial fixed assets

Shareholders’ equity The authorised share capital amounts to € 2,500,000 divided into 25,000,000 shares of € 0.10 each, of which ordinary shares(class A and B) 24,579,990 cumulative preference shares 420,000 priority shares 10 The issued share capital amounts to € 503,628 divided into 5,036,282 shares of € 0.10 each,of which ordinary shares(class A and B) 5,036,281 cumulative preference shares - priority shares 1 For more information on the Company’s shareholding structure, refer to page 70.

3]

4]

(e thousands)

2007Total

62,961

16,197 -10,820

-331 11,508

-10,811

5,743

68,704

2008Total

68,704

18,942 -7,045 -2,892 19,298 -3,048

25,255

93,959

Amounts owed by

group companies

13,394

12,510 -8,449

-42 - -

4,019

17,413

Amounts owed by

group companies

17,413

8,315 -6,188

- -72

-

2,055

19,468

Otherpartici-pating

interests

432

1,018 -

-5 -404

-67

542

974

Otherpartici-pating

interests

974

311 -857

9 -338

-

-875

99

Partici-pating

interests in group

companies

49,135

2,669 -2,371

-284 11,912

-10,744

1,182

50,317

Partici-pating

interests in group

companies

50,317

10,316 -

-2,901 19,708 -3,048

24,075

74,392

61Financial Statements

Total

58,301

--308

6,041-191-295

-3,665

1,582

59,883

Other reserves

48,732

-1,379-

6,041-191-295

-22

4,154

52,886

Balance at 1 January 2007 Movements 2007 Changes in statutory reserves Exchange rate differences Profit for the period Cumulative preference dividend Ordinary dividend Other movements

Net movement 2007 Balance at 31 December 2007

Statutory reserves

3,937

1,379-----

1,379

5,316

Reserve exchange

rate differences

-1,115

--308

----

-308

-1,423

Statement of changes in shareholders’ equity

Share premium

6,201

-----

-3,601

-3,601

2,600

Issued share capital

546

-----

-42

-42

504

Total

59,883

--5,276

9,395-800

-3,6552,854

826

3,344

63,227

Other reserves

52,886

-310-

9,395-800

--

396

8,681

61,567

Balance at 1 January 2008 Movements 2008 Changes in statutory reserves Exchange rate differences Profit for the period Dividend paidPurchase of shares - old shareplan Issue of shares - new shareplan Other movements

Net movement 2008 Balance at 31 December 2008

Statutory reserves

5,316

310------

310

5,626

Reserve exchange

rate differences

-1,423

--5,276

-----

-5,276

-6,699

Share premium

2,600

----

-3,6552,854

430

-371

2,229

Issued share capital

504

-------

-

504

(e thousands)

62 Financial Statements

Total

5,316

-1,6681,978

310

5,626

Reserve for participating

interests

4,758

-1,110 1,978

868

5,626

Balance at 1 January Movements 2008 Transfer to other reserves Transfer from other reserves

Net movement 2008

Balance at 31 December

Reserve for loans to

shareholders

558

-558 -

-558

-

Statutory reserves

The statutory reserve for loans to shareholders was formed for loans provided to staff under the previous employee share ownership scheme.

Dividend proposalProfit appropriation 2007 In the Annual General Meeting of Shareholders of 31 March 2008 the profit of 2007 was distributed as follows:

Distributed to ordinary shareholders Transfer to other reserves Profit after taxation

130 5,911

6,041

Dividend 2008 It has been proposed to appropriate the profit for 2008 as follows:

Distribution to ordinary shareholders Transfer to other reserves Profit after taxation

140 9,255

9,395

Provisions

Other

2007

4,646

2008

3,373

5]

(e thousands)

63Financial Statements

Current liabilities

Amounts owed to group companies Amounts owed to credit institutions Trade creditors Taxation and social security Other liabilities Accruals and deferred liabilities

2007

80 14,567

315 1,496

778 2,166

19,402

2008

198 45,172

368 2,574 2,123 2,320

52,755

6]

Amersfoort, 3 March 2009 The Netherlands Executive Board B.M. van Ee, President P.W. Besselink, Vice President

Supervisory Board W. van Vonno, Chairman S.M. Dekker J.H.M. Lindenbergh A.B.M. van der Plas, Deputy Chairman A.P.M. van der Poel

(e thousands)

64 Financial Statements

Other information

Auditor’s report

Report on the financial statementsWe have audited the accompanying financial statements 2008 of DHV Holding B.V., Amersfoort, the Netherlands, as set out on pages 38 to 63 which comprise the consolidated and company balance sheet as at 31 December 2008, the consolidated and company profit and loss account for the year then ended and the notes.

The directors’ responsibilityThe directors of the company are responsible for the preparation and fair presentation of the financial statements and for the preparation of the management board report, both in accordance with Part 9 of Book 2 of the Netherlands Civil Code. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of the financial statements that are free from material misstatement, whether due to fraud or error, selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditor’s responsibilityOur responsibility is to express an opinion on the financial statements based on our audit. We conducted our audit in accordance with Dutch law. This law requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due

to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

OpinionIn our opinion, the financial statements give a true and fair view of the financial position of DHV Holding B.V. as at 31 December 2008 and of its result for the year then ended in accordance with Part 9 of Book 2 of the Netherlands Civil Code.

Report on other legal and regulatory requirementsPursuant to the legal requirement under Section 393(5)(f) of Book 2 of the Netherlands Civil Code, we report, to the extent of our competence, that the management board report is consistent with the financial statements as required by Section 391(4) of Book 2 of the Netherlands Civil Code.

Amsterdam, the Netherlands, 3 March 2009

PricewaterhouseCoopers Accountants N.V. P.R. Baart RA

To the Annual General Meeting of Shareholders of DHV Holding B.V.

65Financial Statements

Profit appropriation

Articles of association provisions governing profit appropriationArticle 22 of the Articles of Association contains the following provisions of profit appropriation:1 The profit shall be at the disposal of the Annual General

Meeting.2 The profit shall be distributed proportionally to the holders

of A and B shares. The Annual General Meeting may decide to deviate form a proportional distribution of profit.

3 Profit shall be distributed only if shareholders’ equity exceeds the paid-up and called-up capital plus the statutory reserves.

4 The Annual General Meeting may decide to pay interim dividends.5 The Annual General Meeting may decide to make distri-

butions on A and B shares chargeable to a reserve.

Proposed profit appropriationThe profit for 2008 is at the free disposal of the Annual GeneralMeeting of Shareholders. It will be proposed to the Annual General Meeting of Shareholders to distribute a dividend of € 140,000 representing € 0.70 per share, to the holders of B shares. The Executive Board proposes that no dividend be distributed to holders of A shares. The remaining profit of € 9,255,000 will be added to other reserves.

66 Financial Statements

Participating Interests

The following is a list of consolidated participating interests (unless stated otherwise, all interests are 100%):DHV B.V. Amersfoort, the NetherlandsDHV Bouw en Industrie B.V. Eindhoven and Amersfoort, the NetherlandsDHV Canada Holding Inc. Saint John, Canada, including: Delcan Group Inc. Toronto, Canada (40%)* InterVISTAS Consulting Inc. Vancouver, Canada (70%)DHV China B.V. Amersfoort, the Netherlands, including: DHV (Beijing) Environmental Engineering Co., Ltd. Beijing, China DHV Engineering Consultancy (Shanghai) Co., Ltd. Shanghai, ChinaDHV CIS B.V. Amersfoort, the NetherlandsDHV CR, spol. s r.o. Prague, Czech RepublicDHV Global Engineering Center B.V. Amersfoort, the NetherlandsDHV Holding Africa (Pty) Ltd. Johannesburg, South AfricaDHV Holdings USA Inc. Wilmington, Delaware, United States of AmericaDHV India Private Ltd. New Delhi, IndiaDHV Planetek Co. Ltd. Kaohsiung, Taiwan R.O.C. (49%)DHV Polska Sp. z o.o. Warsaw, Poland, including: Hydroprojekt Sp. z o.o. Warsaw, PolandDHV SGPS, S.A. Algés, Portugal, including: DHV, S.A. Algés, PortugalInfocus B.V. Culemborg, the NetherlandsNACO, Netherlands Airport Consultants B.V. The Hague, the NetherlandsProkom Sp. z o.o. Warsaw, PolandPT DHV Indonesia Jakarta, Indonesia (85%)PT Mitra Lingkungan Dutaconsult Jakarta, Indonesia (77.4%)SEED, Lda. Maputo, Mozambique (86.7%)Stewart Scott International Holdings (Pty) Ltd. Johannesburg, South Africa (70%)Turgis Technology (Pty) Ltd. Johannesburg, South Africa

* consolidated proportionately

Joint Ventures

Adviescombinatie Zuivering Haagse Regio (AZHR) vof Amersfoort, the Netherlands (50%)HR / DHV vof Amersfoort, the Netherlands (50%)Infraflex B.V. Utrecht, the Netherlands (33%)Ingenieursbureau Vathorst vof Amersfoort, the Netherlands (50%)Protected Storage Engineers vof Rotterdam, the Netherlands (50%)TEC vof Veenendaal, the Netherlands (33%)

Other Group companies

DHV MED Ltd. Netanya, Israel (37%)Innova Aviation Consulting LLC Bethesda, United States of America (28%)

Under the provision of section 363 of Book 2 of the Netherlands Civil Code, several companies in which DHV holds only minor interests have not been listed.

Risks and Risk Management

Risk management within the DHV Group follows the principles of the Dutch Corporate Governance Code and our Business Control Framework which is based on the COSO Enterprise Risk Management Framework. Ultimately the Executive Board sees it as its responsibility to manage risks, stimulate risk awareness and identify, address, and monitor risks.

The Group has developed a broad set of instruments for the planning, implementation, and adjustment of its business processes:• Long-term strategy is set out in the Corporate Policy Paper, which

provides the basis upon which the business groups and regions can develop their medium term plans, annual plans and budgets.

During the annual planning period, scenarios are tested to enable a fast reaction to changing circumstances.

• Once approved by the Executive Board, the annual plans are implemented by the management of the business groups and regions. The related powers and responsibilities are set out in an authorization matrix and in the regulations of the different levels of management.

• Progress is reported monthly and quarterly. Bilateral consultations also take place frequently between the Executive Board and the management of the business groups and regions. In addition, the controllers of the business groups and regions report directly to the Director of Finance & Control.

• Report guidelines and formats are laid down in a Corporate Financial Manual, with an up-to-date version available to the Group via intranet.

• The Business Control Framework constitutes, at the DHV Group level, an updated and permanent reference against which the control and risk management process for projects and business components can be assessed.

Risks

Risks impact the DHV Group in the following categories: market, operational, financial, and compliance. Virtually all risks are associated with the execution of projects.

Internal Control and Risk Management Systems

Internal Control and Risk Management Systems are used to stimulate risk awareness and identify, address, and monitor risks. At least five times a year, the Supervisory Board meets with the Executive Board and the Director Finance & Control to discuss, among other matters, strategy, acquisitions, results, and risks. The Audit Committee monitors the observance of financial regulations, and the quality and operation of the internal control systems and risk management measures. The matters discussed by the Committee in 2008 included: improving project management, the implementation of a new Business Information System, and high-risk projects.The Supervisory Board always meets twice a year with the external accountants, who are appointed annually by the shareholders. The Internal Audit department reports directly to the President of the Executive Board and follows a program that is approved by this Board. The Internal Audit department’s activities are directed at specific aspects of the internal control measures. Its findings and recommendations are also discussed by the Audit Committee.

Market risks are mitigated by spreading turnover over various geographical regions and client groups. Prompt response to anticipated political developments and changes in legal and regulatory environments (portfolio management) can further reduce these risks.

Market Risks and Management

The public sector is the DHV Group’s largest client group. Material changes in national and international political priorities, in central or local administrations, and in legal and regulatory frameworks, can all effect changes in long-term plans and ongoing projects, and may lead to increased competition, exposing the Group to risks. The Group does have activities in countries that are considered to be politically unstable, but they account for less than 5% of turnover.The current economic conditions present a risk to the

group. Projects can be delayed or cancelled. In order to brace ourselves for this situation maximum attention is given to optimize our staff flexibility and the ability to react quickly on changing circumstances.

67Risks and Risk Management

Operational Risks and Management

These risks are related primarily to the forms of contract under which the DHV Group offers its services. Forms of contract continuously undergo changes, many of which are significant. Operational risks occur during contract execution and include:

• Liability RisksThese risks or claims result from mistakes made in project implementation, such as design or calculation errors, or from failure to meet planning deadlines and legal or regulatory conditions.• Project Implementation RisksThese risks originate from inaccurate budgeting of time and costs, delays in project implementation, and insufficient communication with the client regarding implementation and additional work.• Partner Contracts and OutsourcingDHV partners implement about 30% of its activities. The Group thus runs the risk that these partners will deliver substandard work or fail to meet deadlines. Continuous assessment of the quality of the partners during the project acceptance process takes place and we require contractual assurances also from our partners and subcontractors.• Legal DisputesDisputes between the DHV Group, clients, staff members and other stakeholders, can arise during the course of activities. As of 31 December 2008, the DHV Group was involved in 13 legal disputes. Whenever they can be estimated, provisions for these disputes have been incorporated into the financial statements for 2008 and previous years.

Other operational risks arise primarily in relation to capacity management. Quick variations in demand can lead to underutilization of staff or a lack of capacity. The future availability of qualified staff is one of the main bottlenecks to the further development of the company.DHV is growing organically as well as by acquisitions. Acquisitions involve risks. To limit the risks the acquisition processes are managed centrally. A due diligence process in which also the quality of management will be assessed is part of the process. It is standard that for acquisitions outside the Netherlands local advisers will be involved in the acquisition process. Efficient operations are ever more increasingly depending on reliable and worldwide operating ICT systems. Failure or downtime of these systems has a large influence on the quality of operations and consequently the results of the Group.

The following measures have been taken to mitigate operational risks:• Internal project management procedures were tightened. • The managers of business groups and regions are responsible for

project acceptance, within the limits established in the above-mentioned authority matrix. Projects above a certain value require advice from the Tender Board which reviews specific risks on large projects.

• Quality systems have ISO 9001:2000 certification, providing guidelines for the structuring of project tendering and implementation, and the setting of guidelines for the timely involvement of partners and consultants.

• Project implementation risks are insured under corporate and professional liability policies – the latter’s non-insured deductible amounts to € 450,000 per annum.

• To enable quick adoption of changing market circumstances, the group strives for flexibility by hiring a certain percentage of staff for a fixed period and, if and when possible, also use temporary staff.

• To ensure flawless operations of the worldwide ICT systems, the Group has outsourced its ICT system to an international ICT service provider.

68

Foreign exchange risks are limited since revenues and expenditures are made in the same currency as a rule. When this cannot be done, foreign exchange risks are hedged where possible.The amount of short-term interest-bearing liabilities is small, thus minimizing interest risks. If required, interest-hedging instruments will be used. Long-term liabilities carry long-term, fixed interest rates.To cover the illiquidity risks from fluctuations in financing requirements, the DHV Group has signed credit agreements with its bankers.

Financial Risks and Management

Foreign exchange risks are limited since revenues and expenditures are made in the same currency as a rule. Translation risks are relatively minor and are therefore not hedged. The DHV Group’s largest investments outside the Netherlands are its shareholdings in the Canadian, South African, and Polish subsidiaries.The amount of short-term interest bearing liabilities is small, thus minimizing interest risks. Long-term liabilities carry long-term, fixed interest rates.Goodwill payments have been capitalized since 2002 and, in principle, is amortized over a twenty-year period. If acquired companies do not meet our expectations – thus no longer justifying the capitalized goodwill – an additional component of the goodwill is impaired.Obligations derived from a limited number of ‘defined benefit’ pension schemes involving a small number of participants have been included in the balance sheet. All other pension schemes are based on a collective ‘defined contribution’

Compliance Risks and Management

Doing business in a socially responsible manner and with integrity is increasingly important for the reputation of a company. Non-compliance with local legal and regulatory prescriptions can be damaging to a business’ reputation and thus have a great impact on its results.

The following measures have been taken to manage compliance risks:• Every year managers sign a Letter of Representation in which they

explicitly accept responsibility for the compliance with internal rules and external legal and regulatory stipulations.

• The DHV Group has instituted a Business Integrity Management System which lays down clear guidelines and rules of conduct regarding integrity.

• The Compliance Officer monitors the observance of the Business Integrity Principles.

• Every quarter, risk and compliance matters are reported.• A whistle-blower scheme protects staff members who draw attention

to business conduct that conflicts with our business integrity principles.

• Increasingly, client contracts include a Declaration of Integrity – this is a standard requirement in contracts with partners and sub-consultants.

The Executive Board believes, on the basis of the above measures, that the operation of the risk management systems, as it affects the composition of the financial statements, provides a reasonable level of certainty that these statements do not contain any significant inaccuracies. Thanks to the ongoing measures aimed at improving, among other things, project control, the tightening of Business Integrity Principles and the greater focus on a smaller number of geographical areas, the Executive Board is confident that the internal control and risk management systems will function as designed in 2009.

scheme. As a result, the Group’s exposure to pension risks is limited. The DHV Group’s financing requirements for working capital are extremely season dependant: strong fluctuations can increase the risk of illiquidity. Taxes are included in the annual financial statements, based in part on substantiated estimates. However, these could be different from the final assessments made by the tax authorities.

69Risks and Risk Management

70 Shareholding Structure

Objective: to manage the B shares in DHV Holding B.V., and issue depositary receipts of shares to eligible DHV Group staff members.Composition of the Board:1. M. de Veer (Chairman)2. J.M. van den Heuvel3. F.T. van der Molen

Shareholding Structure

The shares in DHV Holding B.V. are held by three organiza-tions: DHV Foundation, DHV Priority Foundation, and DHV Trust Office. This shareholding structure has its origins in a 1977 agreement, which establishes that management (Ex-ecutive Board and Supervisory Board) and labor (the Works Council) have joint control over the share capital. Originally, the Executive Board, the Supervisory Board and the Works Council formed the only shareholders, known as the Stichting DHV (DHV Foundation). In 1998 the decision was taken that

the composition of the DHV Foundation would consist for the most part of independent individuals, in the interest of trans-parent governance. To ensure that management and labor remained involved in any substantial changes in the share-holding structure, the Stichting Prioriteit DHV (DHV Priority Foundation) was established and placed under the manage-ment of representatives of the original parties. The Stichting Administratiekantoor DHV (DHV Trust Office) administers the depositary receipts issued for shares to staff members.

* EB = Executive Board, SB = Supervisory Board, WC = Works Council

Objective: to manage the priority shares of DHV Holding B.V.Composition of the Board:1. A.B.M. van der Plas (Chairman), appointed by 2+3+4+52. V. Prins, appointed by the EB/SB3. B.M. van Ee, appointed by the EB/SB4. J.A.M. Tromp, appointed by the WC5. G.J.P.J. Laseur, appointed by the WC

This foundation holds 4,580,000 A shares, which is approximately 90.9% of the ordinary shares issued.

This foundation holds one priority share in DHV Holding B.V., which gives it the right of prior approval over any decisions regarding the issue and transfer of DHV Holding B.V. shares, mergers, public offerings, amendments in the articles and winding-up of DHV Holding B.V., as well as amendments in the articles and winding-up of the DHV Foundation and the disposal of A shares by the DHV Foundation.

The officers are appointed by the general meeting of holders of depositary receipts. A new Board will be appointed by the general meeting in March 2009.This foundation holds 200,700 B shares, which is approxi-mately 4% of the ordinary shares issued. DHV Holding B.V. holds 255,581 B shares or approximately 5.1% of the ordinary shares issued.

Objective: to manage the A shares in DHV Holding B.V.Composition of the Board:1. J.C. Blankert (Chairman), appointed by 2+3+4+52. H. Zwarts, appointed by the EB/SB* 3. M.P. van Gemund, appointed by the WC*4. R. den Besten, appointed by 2+35. M. Usta, appointed by 2+3

Stichting DHV (DHV Foundation)

Stichting Prioriteit DHV (DHV Priority Foundation)

Stichting Administratiekantoor DHV (DHV Trust Office)

71Structure and Management DHV Group

Structure and Management DHV GroupOperational Organization Scheme (April 2009)

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D H V H O L D I N G B . V .Executive Board:B.M. van Ee (President)P.W. Besselink (Vice President)

DHV B.V. (The Netherlands)

DHV Global Engineering Center B.V. (India)

DHV NPC B.V. (The Netherlands)

DHV CR, spol. s r.o. (Czech Republic)

DHV MED Ltd. (Israel)

DHV Planetek Co. Ltd. (Taiwan)

DHV Representative Office (Vietnam)

NACO, Netherlands Airport Consultants B.V. (The Netherlands)

SADECO (Saudi Arabia)

InterVISTAS Consulting Inc. (Canada, USA, UK, The Netherlands)

DHV Polska Sp. z o.o. (Poland)

Prokom Sp. z o.o. (Poland)

Hydroprojekt Sp. z o.o. (Poland)

DHV, S.A. (Portugal)

DHV China B.V.

DHV (Beijing) Environmental Engineering Co., Ltd. (China)

DHV Engineering Consultancy (Shanghai) Co., Ltd. (China)

DHV India Private Ltd. (India)

PT Mitra Lingkungan Dutaconsult (Indonesia)

Stewart Scott International Holdings (Pty) Ltd. (South Africa)

SSI (South Africa, Botswana, Zimbabwe)

Panafcon Ltd. (Kenya)

SEED, Lda. (Mozambique)

Turgis Technology (Pty) Ltd. (South Africa, United Kingdom)

Delcan Group Inc. (Canada, USA, Hong Kong)

Intelligent Devices, Inc. (USA)

PGL & Delcan Israel (Israel)

BUSINESS GROUPS REGIONS

72

AddressesParticipating interests

Infraflex St. Jacobsstraat 6-83511 BR UtrechtT +31 30 223 97 99E werken@infraflex.nlwww.infraflex.nl

Protected Storage Engineering (PSE)P.O. Box 1516500 AD NijmegenT +31 24 328 46 43E info@psengineers.nlwww.psengineers.nl

Tunnel Engineering Consultants (TEC)P.O. Box 1086500 AC NijmegenT +31 24 382 04 30E info@tec-tunnel.comwww.tec-tunnel.com

EuropeCZECH REPUBLICDHV CRManagement: R. GillMeteor Office Park Sokolovská 100/94 CZ-186 00 Praha 8T +420 236 080 550E dhvcr@dhv.comwww.dhv.cz

DHV CR also has offices in Brno and Ostrava.

POLANDDHV POLSKA Management: C. Luczakul. Domaniewska 4102-672 WarszawaT +48 22 606 28 02E dhv.polska@dhv.comwww.dhv.pl

Prokom Management: K. Bytomskiul. Czerniakowska 7100-718 WarszawaT +48 22 851 43 12E prokom@prokom.waw.plwww.prokom.waw.pl

Hydroprojekt Management: D. Gronekul. Dubois 900-182 WarszawaT +48 22 635 48 84E biuro@hydroprojekt.com.plwww.hydroprojekt.com.pl

Hydroprojekt also has offices in Sosnowiec and Wloclawek.

PORTUGALDHVManagement: P. Braga Rua Dr. António Loureiro Borges, 5-4°Arquiparque - Miraflores1495-131 AlgésT +351 21 412 74 00E info-pt@dhv.comwww.dhv.pt

DHV also has an office in Oporto.

DHV GroupExecutive Board:B.M. van Ee (President)P.W. Besselink (Vice President)

Corporate Business Development:C.M. Engelsman

Corporate Initiatives:M.G. Donehoo

Finance and Control: J.T. van Manen

Internal Audit:D.G. van Klaveren

Legal Affairs:J.C. Overbosch

Laan 1914 no 353818 EX AmersfoortP.O. Box 2193800 AE AmersfoortThe NetherlandsT +31 33 468 37 00E info@dhv.comwww.dhv.com

The NetherlandsDHV Management: E.A. Grüter, P.C.A.M. van Helvoort, V. PrinsLaan 1914 no 353818 EX AmersfoortP.O. Box 11323800 BC AmersfoortT +31 33 468 20 00E info@dhv.comwww.dhv.com

DHV also has offices in Bergen op Zoom, Deventer, Eindhoven, Groningen, Maastricht, Rotterdam, The Hague, and Zaandam.

DHV NPCManagement: R.P. MulderStationshal 173511 CE UtrechtPostbus 22023500 GE UtrechtT +31 88 671 21 46E npc.info@npc.eu www.npc.eu DHV NPC also has offices in Amsterdam, Eindhoven, Rotterdam, and Zwolle.

NACO, Netherlands Airport Consultants Management: R.Th. OverakkerAnna van Saksenlaan 102593 HT The HagueP.O. Box 930562509 AB The HagueT +31 70 344 63 00E naco-haag@naco.dhv.comwww.naco.nl

InterVISTASManagement: J.C.J. MohrmannAnna van Saksenlaan 102509 AB The HagueT +31 70 344 64 49E info@intervistas.comwww.intervistas.com

UNITED KINGDOMInterVISTASManagement: I. Kincaid26 York StreetLondon, W1U 6PZT +44 208 144 1835E info@intervistas.comwww.intervistas.com

Near EastISRAELDHV MED Management: Y. Yinon1 Gad Manela st.P.O. Box 8058New Industry ZoneNetanya 42504T +972 98 85 23 12E contact@dhvmed.comwww.dhvmed.com

PGL & Delcan IsraelManagement: D.H. Smith9 Hamasger StreetTel Aviv 67776T +972-3 791-4111E pgl@pgl.co.ilwww.pgl.co.il

AsiaDirector Asia: A.J.M. GalavaziLevel 27, Prudential Tower30 Cecil StreetSingapore 049712T +65 6725 6266E arnold.galavazi@dhv.com

CHINADHV (Beijing) Environmental Engineering Co. Management: D. JiWest 3rd floor, Building 8, WanguochengNo. 1 Xiangheyuan RoadDongcheng DistrictBeijing 100028T +86 10 84 40 84 42F +86 10 84 40 79 89E info@dhv.cnwww.dhv.cn

DHV Engineering Consultancy (Shanghai) Co. Management: T.W.A. JeannéFloor 25, Building 19, Phenix Park of Shanghai Caohejing Hi-Tech Park No. 1515 Gumei RoadShanghai 200233T +86 21 60910699E info.sh@dhv.comwww.dhv.cn

DHV Engineering Consultancy (Shanghai) also has offices in Guangzhou and Tianjin.

HONG KONGDelcan Management: J. LamUnit 11-12, Level 35, Tower 1Millennium City 1388 Kwun Tong RoadKwun Tong, KowloonT +852 2836 3191E info@delcan.comwww.delcan.com

INDIADHV Global Engineering Center Management: J. BoerefijnIndia Branch Office13 & 14, I Block SDFNoida Special Economic ZoneNoida – 201 305T +91 120 430 50 00E jan.boerefijn@dhv.com

DHV India Management: M.S. PrakashB-1/I-1, 1st FloorMohan Cooperative Industrial EstateMain Mathura RoadNew Delhi - 110 044T +91 11 40539303-06E info.dhv-india@dhv.comwww.dhvindia.com

DHV India also has offices in Bangalore, Chennai, Hyderabad, and Lucknow.

INDONESIAMitra Lingkungan DutaconsultManagement: S. Hadiprayitno, D. Fadilah, HendartiVentura Building, 4th floor, Suite 405Jl. R.A. Kartini No. 26 (Outer Ring Road)Cilandak – Jakarta 12430P.O. Box 1015Jakarta Selatan 12010T +62 21 7504 605E info.mld@dhv.comwww.mld.co.id

SAUDI ARABIASADECOManagement: L. de BoerDar al-Hijaz Building No. 25th Floor – Apartment No. 25Prince Mohamed bin Abdulaziz Street (Tahliya Street)P.O. Box 2320Jeddah 21451T +966 26 679 071E info@naco-jeddah.com.sa

TAIWANDHV Planetek Management: C.F. Su, W.K. Liu4F, 505, Chung Shan 2nd RoadKaohsiung, 801T +886 72 15 05 08E planetek@ms7.hinet.netwww.dhvplanetek.com.tw

DHV Planetek also has an office in Taipei.

VIETNAMDHV Representative OfficeManagement: D.H. Bac7 th Floor - Artexhouse Building2A Pham Su Manh Street Hoan Kiem DistrictHanoiT +84 4 39363 889/ 878E info@dhv.com.vn

An up-to-date overview of addresses can be found on our website: www.dhv.com/offices

AfricaBOTSWANASSIManagement: G.G. Ramarinyaneng1st Floor, Modiri HousePlot 22076Gaborone WestP.O. Box 1517GaboroneT +267 395 2557E ssibots@ssi.co.bwwww.ssi-dhv.com

KENYAPanafcon Management: R.O. OkelloWood Avenue No 1/779(off Arwings Kodhek Rd)P.O. Box 5314700200 City SquareNairobiT +254 20 387 1017/18/20E info@ssi.co.kewww.ssi-dhv.com

MOZAMBIQUESEEDManagement: H. CardosoRua de Kassuende, 118 - 8° andarMaputoT +258 21 48 5917/ 18E seed@seed.co.mzwww.seed.co.mz

SOUTH AFRICASSI Management: N. BhojaramCountry Club Estate21 Woodlands DriveWoodmead 2191P.O. Box 867Gallo Manor2052 GautengT +27 11 798 6000E corporate@ssi.co.zawww.ssi-dhv.com

SSI also has offices in Bedfordview, Bloemfontein, Cape Town, Durban, East London, George, Kimberley, Knysna, Ladysmith, Mafikeng, Mossel Bay, Newcastle, Nelspruit, Pietermaritzburg, Plettenburg Bay, Polokwane, Port Elizabeth, Port Shepstone, Pretoria, and Richards Bay.

Turgis ConsultingManagement: R. WilsonBuilding 1299 Pendoring RoadBlackheath 2195P.O. Box 1995Northcliff 2115T +27 11 476 22 79E turgis@turgis.co.zawww.turgis.co.za

ZIMBABWESSI Management: H. Rapson10th Floor, Pax House87-89 Kwame Nkrumah AveP.O. Box 1748HarareT +263 4 79 7108/9E sshre@ssi.co.zwwww.ssi-dhv.com

North AmericaCANADADelcan Management: J.A. Kerr 625 Cochrane Drive, Suite 500MarkhamOntario, L3R 9R9T +1 905 943 0500E info@delcan.comwww.delcan.com

Delcan also has offices in Calgary, Hamilton, Kingston, Kitchener, London, Niagara Falls, Ottawa, Vancouver, and Victoria.

InterVISTASManagement: G. Bruno1200 West 73rd Avenue, Suite 550Vancouver, B.C. V6P 6G5T +1 604 717 1800E info@intervistas.comwww.intervistas.com

InterVISTAS also has offices in Montreal, Ottawa, Toronto, and Winnipeg.

UNITED STATES OF AMERICADelcan Management: J. Brahm, L. Yoshida 650 E Algonquin RoadSuite 104SchaumburgIllinois 60173T +1 847 925 01 20E info@delcan.comwww.delcan.com

Delcan also has offices in Atlanta, Austin, Coral Springs, Denver, Los Angeles, Salem, Thousand Oaks, and Washington DC.

Intelligent Devices Management: B. Mulligan4411 Suwanee Dam RoadSuite 510Suwanee, GA 30024T +1 770 831 3370E info@intelligentdevicesinc.comwww.intelligentdevicesinc.com

InterVISTASManagement: J. Ash1615 L Street NWSuite 910Washington, DC 20036T +1 202 457 0212 E info@intervistas.comwww.intervistas.com

InterVISTAS also has offices in Chicago and Vienna.

Latin AmericaGUATEMALADHV GuatemalaManagement: J.M. SolaresKm. 8.6 Antigua Carretera a El SalvadorCentro Corporativo Muxbal,Torre Este, 6to. nívelSanta Catarina PínulaT +502 6637 2221E dhvguatemala@dhv-ca.comwww.dhv-ca.com

PublisherDHV GroupP.O. Box 2193800 AE AmersfoortThe NetherlandsT +31 33 468 37 00www.dhv.comDutch Trade Register DHV Holding B.V. 31021655

Production, editing, and designDHVCommunications+31 33 4682015communications@dhv.com

Printing and bindingService Point Nederland

PaperFSC Fastprint Gold 120gr/m2 (exterior 250gr/m2)

Publication dateApril 2009

Photographycover: Skyline City, Mircea Plijter, DHV, Rjikswaterstaatinside: DHV, Nigel Young Foster+Partners, DHV, DHV, DSM, DHVpage 8: Judith van IJkenpage 10: Corné Bastiaansenpage 11: Dirk Verwoerd/Lighthouse Productionspage 12: Cyclomedia, Nigel Young Foster+Partnerspage 13: DHV, Delcan, SSI, Alle Hosperpage 14: DHV, Park4All, DHVpage 15: Capital Photos, DHVpage 17: WFA/Reuters, DHV, SSI, Your Captain Luchtfotografiepage 19: DHV, Ad Nuispage 20: DOSCO, DHV, DHVpage 21: Gijs Kroes, DHV, DHVpage 22: NACOpage 23: DHVpage 24: DSM, DHV, DHVpage 25: SSIpage 26: Delcanpage 27: see coverpage 28: Rijkswaterstaatpage 29: DHV, SSI, Stadsarchief Amsterdam (Doriann Kransberg), WFA/Reuters, DHVpage 30: Ahold, DHV, Murray & Roberts Marine, DHVpage 31: Mircea Plijterpage 32: DHVpage 33: DHV, SSI, DHV, Delcan, DHVpage 34: Corus, DHV, Picture Productions/ Hans Hebbink, DHV, Perkins+Willpage 35: Skyline Citypage 36: NACOpage 37: Regina Airport Authority, SSI, NACO, Alfred Molon

This Annual Report is also available in Dutch.A copy can be requested per e-mail tocommunications@dhv.com or call +31 33 4682015. Annual Report: www.dhv.com/annualreport Corporate Responsibility Report: www.dhv.com/cr-report

Our mission is to provide multidisciplinary services for the sustainable

development of our living environment, in a close relationship with

clients, employees and partners, based on mutual loyalty, while providing

a solid return to our shareholders.

DHV GroupP.O. Box 2193800 AE AmersfoortThe NetherlandsT +31 33 468 37 00E info@dhv.comwww.dhv.com