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Serving over 14 million customers by liuqingyan


									                 Annual Report 2006

Serving over 14 million customers
OF THE GROUP                                                                                                                                                       s.a. D’IETEREN n.v.

                                                                                                                                                                                    59.6% *                     73.7%

                                                                                                                                         D’IETEREN AUTO

                                                                                                                                                                      AVIS EUROPE plc                  BELRON s.a.

                                                                                                                                                            40.4%                                      6.3%     20.0%
                                                                                                                                                LONDON STOCK                              MINORITY
                                                                                                                                                   EXCHANGE                          SHAREHOLDERS               COBEPA

                                                                                                                                        * Direct and indirect interest through D’Ieteren Invest s.a.

AUTOMOBILE DISTRIBUTION - D’IETEREN AUTO                                                                                                EXTERNAL SALES BY ACTIVITY                                                 28.3%
(IN EUR MILLION)                                                    IFRS                                 BELGIAN GAAP                   (IN EUR MILLION)
                                                     2006           2005          2004           2004           2003          2002                                                          % CHANGE
New vehicles delivered                             112,944        103,239         99,587         99,587        89,968         95,900
(in units)                                                                                                                                 Automobile distribution                              + 11.9 %
External sales                                      2,491.4        2,227.2       2,088.6        2,158.3       1,860.1        1,877.6       Car rental                                            + 4.7 %
                                                                                                                                           Vehicle glass                                        + 20.2 %
Current operating result 1,2                           81.9           56.1          64.1           60.7          50.9           52.8
Current result, group’s share                                                                                                              Total                                                + 12.1 %
   before tax 1,2                                       59.5          36.1           48.7             -              -             -                                                                                    25.0%
   after tax 1,2,4                                      57.0          35.2           39.3          43.9           36.9          35.6
Average workforce                                      1,571         1,505          1,493         1,493          1,498         1,531

CAR RENTAL - AVIS EUROPE plc                                                                                                            CURRENT OPERATING RESULT1
(IN EUR MILLION)                                                    IFRS                                 BELGIAN GAAP                   BY ACTIVITY (IN EUR MILLION)                                           39.0%
                                                     2006           2005          2004           2004           2003          2002                                                          % CHANGE
External sales                                      1,336.3        1,276.4       1,252.8        1,176.9       1,169.4        1,189.2       Automobile distribution 2                            + 46.0 %
Current operating result 1                            105.9          100.4         114.2          115.4         122.8          186.5       Car rental                                            + 5.5 %
Current result, group’s share                                                                                                              Vehicle glass 3                                      + 20.9 %
 before tax 1                                           23.1          22.7           31.1             -              -             -
                                                                                                                                           Total                                                + 20.3 %
 after tax 1,5                                          16.7          16.6           23.3          24.3           27.1          54.6                                                                                                           34.4%
Average workforce                                      6,276         6,253          6,166         6,166          6,104         5,840

(IN EUR MILLION)                                                    IFRS                                 BELGIAN GAAP
                                                                                                                                        CURRENT RESULT BEFORE TAX1,
                                                     2006           2005          2004           2004           2003          2002      GROUP’S SHARE, BY ACTIVITY                                                 46.6%
Total jobs (in million units)                           6.16           5.36          4.96           4.87          4.77           4.1    (IN EUR MILLION)
External sales                                      1,507.3        1,253.7       1,118.4        1,120.3       1,061.1          981.4                                                        % CHANGE
Current operating result 1,3                          119.9           99.2          96.1           95.6          82.9           74.6
                                                                                                                                           Automobile distribution 2                            + 64.8 %
Current result, group’s share
                                                                                                                                           Car rental                                            + 1.8 %
  before tax 1                                         72.0           59.8           44.2             -              -             -
                                                                                                                                           Vehicle glass                                        + 20.4 %
  after tax 1,8                                        62.7           45.8           31.4          28.2           19.9          15.7
Average workforce                                    12,731         10,932          9,794         9,794          9,582         8,424       Total                                                + 30.4 %
1. Under IFRS: before unusual items and re-measurements.                                                                                5. Under Belgian GAAP: before amortisation of consolidation differences.
2. The automobile distribution segment includes all costs related to the corporate activities, including (concerning current result),   6. Including Brazil.
   finance costs resulting from the investment in the car rental and vehicle glass segments.                                            7. Excluding Brazil.
3. Including, from 2005 on, a charge associated with the new long-term incentive plan for management.                                   8. Under Belgian GAAP: contribution of the Dicobel group to D’Ieteren’s current result after tax, before amortisation
4. Under Belgian GAAP: after allocation to the vehicle glass segment of a net financial charge after tax associated with                   of consolidation differences and after allocation to the vehicle glass segment of a net financial charge after tax
   D’Ieteren’s investment in this segment.                                                                                                 associated with D’Ieteren’s investment in this segment.
                                                                                                    IFRS, BELRON FULLY                                                         BELGIAN GAAP, EQUITY
                                                                                                      CONSOLIDATED                                                             METHOD FOR BELRON

CONSOLIDATED RESULTS (IN EUR MILLION)                                                   2006                      20055                     2004                           2004                      2003                      2002
Sales                                                                               5,335.0                    4,757.3                   4,459.8                        3,335.2                   3,029.5                    3,066.8
Current operating result 1                                                            307.7                      255.7                     274.4                          176.1                     173.7                      239.3
Current result, group’s share
     before tax 1                                                                      154.6                      118.6                     124.0                                 -                         -                         -
     after tax 1,2                                                                     136.4                       97.6                      94.0                            96.4                      83.9                    105.9
Group’s share in the result for the period 3                                           100.0                       76.2                      43.2                            45.6                       5.1                     72.1
Equity of which:                                                                    1,023.8                      945.5                     990.8                        1,064.2                   1,060.2                    1,121.3
 - Capital and reserves attributable to equity holders                                791.8                      709.9                     687.1                          789.7                     762.1                      772.3
 - Minority interest                                                                  232.0                      235.6                     303.7                          274.5                     298.1                      349.0
Net debt                                                                            1,868.9                    1,893.1                   1,748.1                        1,472.8                   1,548.5                    1,574.6
Current result after tax 1,2,4, group’s share                                         24.7                        17.7                     17.0                            17.2                      15.0                      18.9
Group’s share in the result for the period 3,4                                        18.1                        13.8                      7.8                             8.1                       0.9                      18.3
Gross dividend per ordinary share                                                  2.6400                      2,4000                   2.3100                          2.3100                    2.3100                    2.3100
Net dividend per ordinary share                                                    1.9800                      1,8000                   1.7325                          1.7325                    1.7325                    1.7325
Net dividend per ordinary share + strip VVPR                                       2.2440                      2,0400                   1.9635                          1.9635                    1.9635                    1.9635
Capital and reserves attributable to equity holders 4                                145.1                      130.1                    125.8                           141.2                     136.3                     138.1
Highest share price                                                                  272.5                      239.9                    189.1                           189.1                     179.9                     229.3
Lowest share price                                                                   218.5                      138.5                    135.1                           135.1                     101.0                     110.0
Share price as at 31/12                                                              269.7                      232.5                    136.5                           136.5                     162.6                     129.0
Average share price                                                                  250.9                      185.3                    161.5                           161.5                     133.9                     171.4
Average daily volume (in number of shares)                                           6,207                      4,920                    4,723                           4,723                    10,459                     4,370
Market capitalisation as at 31/12 (in EUR million)                                 1,491.5                    1,285.8                    754.9                           754.9                     899.2                     713.4
Total number of shares issued                                                   5,530,262                   5,530,262                5,530,260                       5,530,260                 5,530,260                 5,530,241
AVERAGE WORKFORCE (AVERAGE FULL TIME EQUIVALENTS)                                    20,578                     18,690                    17,453                            7,659                     7,602                     7,371

1. Under IFRS: before unusual items and re-measurements.                      4. Under IFRS: calculated in accordance with IAS 33. Under Belgian GAAP: calculated on the basis of the number of shares in circulation at the end of the
2. Under Belgian GAAP: before amortisation of consolidation differences.         period (adjusted to take into account the 500,000 participating shares each granting a right to 1/8 of the ordinary dividend).
3. Result attributable to equity holders of D’Ieteren, as defined by IAS 1.   5. As restated following application of IAS 21 revised (for further details, see note 2 of this report).
   BELRON s.a.
D’Ieteren is an international group, active in three sectors of services to the motorist.

AUTOMOBILE DISTRIBUTION                      >   in Belgium of Volkswagen, Audi, Seat, Skoda,
                                                 Bentley, Lamborghini, Bugatti, Porsche and

SHORT-TERM CAR RENTAL                        >   in Europe, Africa, the Middle East and Asia
                                                 through Avis Europe plc and the Avis and Budget

VEHICLE GLASS REPAIR                         >   in Europe, North and South America, Australia
AND REPLACEMENT                                  and New Zealand through Belron s.a. and notably
                                                 its CARGLASS® and AUTOGLASS® brands in
                                                 Europe, and SAFELITE®, LEBEAU®, DURO® in
                                                 North America.

THE GROUP’S STRATEGY is to be the best “parent” for each activity and to act as an active
majority shareholder. Although the Group’s mode of interaction is specific to each activity, the
Group always attempts to contribute its extensive knowledge of the automobile sector, its ability
for anticipation and adaptability, its long-term vision, its entrepreneurial spirit and its will to invest

                                                                     D’IETEREN - ANNUAL REPORT 2006   1
             D’Ieteren’s activities are – or are capable of becoming – leaders in the markets they serve.
             With very different geographic footprints, they offer together an attractive growth potential,
             both organic and acquired.

D’IETEREN AUTO                      AVIS EUROPE plc                     BELRON s.a.*
> MORE THAN 300 INDEPENDENT         > OVER 3,600 LOCATIONS              > 29 COUNTRIES, 1,500 BRANCHES,
   DEALERS                          > AROUND 6,300 STAFF                  6,500 SERVICE VEHICLES
> AROUND 1,600 STAFF                                                    > AROUND 18,500 STAFF
                                                                          * Including Safelite Group, Inc. – see p. 43 of this report.

                                                                        D’IETEREN - ANNUAL REPORT 2006                 3
             More than 20 globally and locally well-known brands, enabling D’Ieteren and its activities to
             cover all segments of the markets they serve.




                                                                        D’IETEREN - ANNUAL REPORT 2006   5
In its three activities, the D’Ieteren Group intends to permanently improve global customer
satisfaction, developing strong and innovative commercial proposals. D’Ieteren and its
activities have been several times pioneers, many of the innovations being today standards
in their industry.

                                                      D’Ieteren Auto - More than 33,000 customers signed a
                                                      WECARE contract for the full coverage of all repair and
                                                      maintenance operations on their vehicle.
                                                      Avis Europe - Avis Europe customers benefit from the
                                                      new rapid car return service that reduces return times
                                                      to just 60 seconds.
                                                      Belron - Belron offers its customers some 6,500 service
                                                      vehicles so that the job can be carried out at the most
                                                      convenient location.

                                                           D’IETEREN - ANNUAL REPORT 2006     7
           A GROUP SERVING
 The strength of D’Ieteren and its activities also rests on decentralised organisations that are
 flexible and close to the customer, sharing best practices in terms of, for example, logistics,
 brand management, distribution networks or performance management. Result: high service
 quality for the customer and guaranteed profitable growth for the shareholder.

                                         D’Ieteren Auto - In order to secure the network’s technicians know-how
                                         against the growing technical complexity of vehicles, D’Ieteren Auto provides
                                         almost 8,000 training days per year in its Technical Training Center.
                                         Avis Europe - Avis Europe continually invests in on-line booking tools in order
                                         to increase the number of reservations at a lower cost.
                                         Belron - The “Best of Belron” is a bi-annual competition to elect the best
                                         technician from across the Belron group. This event tests them on the safety,
                                         quality and service elements of the job. What better demonstration of Belron’s
                                         determination to develop the best technicians in the industry.

                                                                     D’IETEREN - ANNUAL REPORT 2006     9
Our Group had an excellent year 2006. We feel very proud of           This programme represents the greater part of unusual costs
the strong growth of sales and profits our teams at D’Ieteren Auto     before tax of EUR 19.6 million, incurred in line with expectations.
and Belron delivered and feel encouraged by the progress the          In 2007, organic sales growth is expected to continue, although
Avis Europe team made in implementing the recovery strategy.          at a slightly lower rate, due to strong 2006 comparatives.
Our consolidated current result before tax, group’s share, grew by
30.4% to EUR 154.6 million and the group’s share in the result for    In March 2007, Belron took an important new step in its
the period reached EUR 100.0 million, up 31.2% on 2005.               geographic expansion by completing the acquisition of Safelite,
In automobile distribution, D’Ieteren Auto took full advan-           the US leader in the sector. This transaction allows Belron to
tage of a record new car market in Belgium, with a range of           achieve national geographic coverage with an established busi-
models well suited to consumer demand. The strong growth of           ness that has already developed excellent long-term relationships
D’Ieteren Auto sales resulted in a strongly improved operating        with insurance and fleet customers. This acquisition, fully financed
margin. In a continuing competitive marketplace, D’Ieteren Auto       by Belron, should be current earnings accretive for Belron and
made the difference thanks to its high quality networks               D’Ieteren as of the first year of consolidation.
specialised by make and through various initiatives aiming at
reinforcing and extending its sales and after-sales services. For     In car rental, Avis Europe results were encouraging due to
2007, D’Ieteren Auto will aim at 20% market share in a less           good volume growth and early benefits from the recovery
buoyant market than 2006, and will rely on the anticipated            strategy. However, market conditions remained difficult in terms of
success of its new models and on actions aiming at enhancing          pricing and fleet costs. In this context, Avis Europe carried out a
customer loyalty for its makes.                                       significant organisational re-structuring and re-design of key
In vehicle glass, Belron delivered another strong performance         processes to reduce costs. Savings in connection with this
in 2006. Many business units beat their objectives, particularly in   programme amounted to EUR 11 million in 2006 and are
Europe and Canada, and acquired growth was strong notably as          expected to reach EUR 25 million in 2007. Unusual re-structuring
a result of the 2005/2006 acquisitions in North America.              costs of EUR 26 million were lower than expected. The outlook
Operational and commercial efficiency further improved notably         for continued progress in 2007 remains unchanged.
due to the multinational rollout of best practices. All these
factors allowed Belron to achieve a very strong growth of its         Based on the current outlook for our three activities and
current operating result. Moreover, the group implemented an          including the acquisition of Safelite by Belron, we expect our
integration and transformation programme of the acquisitions in       current consolidated result before tax, group’s share, to grow by
North America aimed at improving their operating margin.              5 to 10% in 2007.

Our management teams, frontliners and support personnel,
at D’Ieteren Auto, Belron and Avis Europe relentlessly pursue their
                                                                            We dedicate this Annual Report to our colleague and friend
innovation efforts aimed at serving our customers better and
                                                                            Alain Voet, D’Ieteren Auto Parts & Service Manager, who
more efficiently. Our confidence in the future rests on everyone’s
                                                                            died in January 2007. His unflagging commitment for
energy, entrepreneurial spirit and care for each customer. We
                                                                            almost 40 years will remain a source of inspiration for all
would like to heartily thank all our staff and leadership teams for
their outstanding dedication and contribution.
                                                                            of us.
Our customers, our partners and our shareholders have
continued to demonstrate their unfailing support. We would also
like to thank them very sincerely.

   Jean-Pierre Bizet                                     Roland D’Ieteren
  Managing Director                                         Chairman

                                                                                                           MESSAGE TO SHAREHOLDERS 11
                                                                                              Very successful exhibition at the Brussels
                                                                                              Motor Show with more than 720,000 visi-
                                                                                              tors. This will have a very positive impact on
                                                                                              new car sales.

                                                                                                                 As part of its recovery strat-

                                                                                              02                 egy, Avis Europe launches
                                                                                                                 an important cost reduction
                                                                                                                 programme, including the
                                                                                              acceleration of the transfer of back-office
                                                                                              activities into its shared service centre in
                                                                                              Budapest and consolidation of all call cen-
                                                                                              tre activities in Barcelona.


                    Belron expands                                D’Ieteren Lease finalises                    Avis Europe launches

   03               in the United States
                    with the acquisition of
                    MAVERICK AUTO GLASS
   in Phoenix, Arizona.
                                               04                 the securitisation of its
                                                                  fleet and lease contracts
                                                                  raising an initial amount
                                               of EUR 230 million. This long-term vehicle
                                               rental subsidiary of D’Ieteren, celebrating
                                                                                              05              several initiatives in order
                                                                                                              to live up with customer
                                                                                                              expectations: a clearer
                                                                                              rental agreement, simplified vehicle
                                                                                              choice, rapid car return service, etc.
   Audi enters the 4WD segment launching the   its thirtieth anniversary, now has access to
   luxury Q7.                                  autonomous and flexible financing.               Belron starts an important integration
                                                                                              and transformation programme in North
                                                                                              America aimed at improving operating
                                                                                              margins of its 2005/2006 acquisitions.

                                                                                              Introduction of the new commercial
                                                                                              vehicle VW Crafter.

                Belron benefits from the                        Avis Europe issues seven-                       Belron signs a franchise

06              successful multinational
                rollout of best practice
                advertising concepts.

Volkswagen enters the convertible seg-
                                                 07            year senior floating notes
                                                               of EUR 250 million. This
                                                               bond issue will finance the
                                                 company’s general needs.
                                                                                               09              agreement in Romania
                                                                                                               bringing its franchise
                                                                                                               network to 9 partners.

                                                                                               Belron organises its “Best of Belron”
ment with its Eos.                               Introduction of the new Audi Allroad.         bi-annual competition to elect the best
                                                                                               technician in the Belron group. This
                                                                Belron acquired its franchi-   event tests them on the safety, qual-

                                                 08             see in Greece.                 ity and service elements of the job and
                                                                                               illustrates the group’s commitment to
                                                                                               develop the best technicians in the industry.

                                                                                               Skoda introduces the Roomster and enters
                                                                                               the growth segment of small people carriers.
                                                                                               Introduction of the new Audi TT Coupé.

           Introduction of the new                           Seat extends its vehicles

11         Porsche 911 Targa.

              Volkswagen AG announces
its intention to restructure its manufactur-
ing facility in Forest, Belgium; D’Ieteren
                                                 12          range introducing the new
                                                             Altea XL estate version.

                                                 During the year Belron strengthens its
                                                                                               Belron acquires Safelite Group, Inc., the
                                                                                               leader in the US vehicle glass repair and
expresses its support for employees              presence through additional acquisitions      replacement market, for an enterprise value
impacted by this restructuring and,              in Spain, UK, Germany, Sweden, Norway         of USD 334 million (EUR 258 million).
conscious of the existing needs in the           and Italy which have all been successfully
distribution and after-sales service activity,   integrated into the existing businesses.
sets up a scholarship for the retraining of
a certain number of workers from the VW
factory in Forest.

                                                                                                                            KEY EVENTS 13
   The Company adheres to the corporate governance principles set out in the Belgian Code of corporate governance
   and publishes as of 1 January 2006 its Corporate Governance Charter on its website. The implementation of these
   principles takes into consideration the unique structure of the Company’s share capital, with family shareholders
   owning the majority and having ensured the continuity of the Company since 1805. Exceptions to the principles are
   set out in Section 5 of the Charter published on the Company’s website.

   BOARD OF DIRECTORS                                                    Committees of the Board of Directors
   Composition                                                           At the beginning of 2005, the Board set up two Board
   The Board of Directors consists of:
                                                                          the Audit Committee met three times in 2006, twice of which in
    six non-executive Directors, appointed on the proposal of the
                                                                          the presence of the Statutory Auditor, and reported on its activi-
    family shareholders;
                                                                          ties to the Board of Directors;
    one non-executive independent Director, appointed on the pro-
                                                                          the Nominations and Remuneration Committee met three
    posal of Cobepa;
                                                                          times in 2006 and reported on its activities to the Board of
    three non-executive Directors, two of whom are independent,           Directors.
    proposed on the basis of their experience;
                                                                         Consultation committee
    the Managing Director (CEO).
                                                                         The Chairman and the Deputy Chairman meet monthly with the
   The Chairman and the Deputy Chairman of the Board are selected        Managing Director, as the Consultation Committee, to keep in
   among the Directors appointed on the proposal of the family           close relation with each other, monitor the Company’s perfor-
   shareholders.                                                         mance, review progress on major projects and prepare the Board
   Roles and activities                                                  of Directors’ meetings.

   Without prejudice to its legal and statutory attributions and those   Remuneration of non-executive Directors
   of the General Meeting, the roles of the Board are to:                The Company discloses Board members’ remuneration globally.
    determine the strategy and values of the Company and approve         The Board believes that shareholders and investors are adequately
    its plans and budgets;                                               informed by being communicated the total cost of the Board, as a
                                                                         collegial governing body, without details by individual Director.
    decide on major financial operations, acquisitions and divest-
    ments of an amount above EUR 2,500,000, operations of a lower        For the year ended 31 December 2006, a total fixed amount of
    amount being the executive management’s responsibility;              EUR 1,667,950 was paid to the non-executive Directors by the
                                                                         Company and its subsidiaries. No other benefit or remuneration
    ensure that appropriate organisation structures, processes and       has been paid, and no loans or guarantees have been extended
    controls are in place in order to achieve the Company’s objec-       by D’Ieteren to members of the Board.
    tives and properly manage its risks;
    appoint the Directors proposed by the Company for the boards         GROUP EXECUTIVE MANAGEMENT
    of its main subsidiaries;                                            The Managing Director of s.a. D’Ieteren n.v. is responsible for the
    appoint and revoke the CEO and CFO of s.a. D’Ieteren n.v. as         Group executive management. He is assisted by the Corporate
    well as the CEO and CFO of D’Ieteren Auto and decide on their        management team, in charge, at Group level, of finance, financial
    remuneration;                                                        communication, investor relations, accounts consolidation, legal
                                                                         and tax matters and management control.
    monitor and review performance of executive management;
                                                                         The Chief Financial Officer, the Chief Legal Officer and the Group
    maintain effective communication with the Company’s sharehold-       Treasurer constitute the Senior Management at Group level.
    ers and other stakeholders.
                                                                         For the year ended 31 December 2006, the aggregate amount
   The Board of Directors meets at least six times a year. Additional
                                                                         of remuneration of all nature (including employer premiums on
   meetings are held when business needs require. Decisions of the
                                                                         corporate pension plans amounting to EUR 55,612) attributed by
   Board of Directors are taken by a majority of votes, the Chairman
                                                                         D’Ieteren and its subsidiaries to the Managing Director of the Group
   having a casting vote in case of a tie.
                                                                         was EUR 1,401,641, the variable part of which represents around
   In 2006, the Board met six times, once in the presence of the         40%. Four hundred D’Ieteren stock options were granted to the
   Statutory Auditor, who reported on the external audit activities.     Managing Director. No loans or guarantees have been extended
   Directors’ participation to Board meetings was 95.5%.                 to him by D’Ieteren.

BOARD OF DIRECTORS AS AT 31 DECEMBER 2006                                                                                           AGE                END OF TERM
Roland D’Ieteren                                           Chairman of the Board; Director, Avis Europe plc, Belron s.a.             64                   May 2007
Maurice Périer 1,2                                         Deputy Chairman of the Board; Director of companies                       68                   May 2008
Jean-Pierre Bizet                                          Managing Director; Director, Avis Europe plc, Belron s.a.                 58                   May 2008
Nicolas D’Ieteren 1,2                                      Managing Partner, Enero sprl; Business Analysis Manager, Total s.a.       31                   May 2008
Pascal Minne 3                                             Managing Director, Petercam                                               56                   May 2007
Olivier Périer 1,2                                         Architect; Founding Partner, Urban Platform s.c.r.l.                      35                   May 2008
Alain Philippson 3                                         Director, Banque Degroof, C.F.E.                                          67                   May 2009
Gilbert van Marcke de Lummen 4                             Director of companies; Director, Avis Europe plc,
                                                           Belron s.a., Cofinimmo s.a.                                               69                  May 2008
Christian Varin 3                                          Managing Director, Cobepa; Director, Sapec                                59                  May 2007
s.a. de Participations et de Gestion 1                     Permanent representative: Patrick Peltzer                                 66                  May 2007
Nayarit Participations s.c.a. 1                            Permanent representative: Etienne Heilporn                                67                  May 2007

(AS AT 31 DECEMBER 2006)                                   NOMINATIONS AND REMUNERATION COMMITTEE                                    AUDIT COMMITTEE
Chairman                                                   Roland D’Ieteren                                                          Gilbert van Marcke de Lummen
Members                                                    Pascal Minne                                                              Pascal Minne
                                                           Alain Philippson                                                          Christian Varin

AUDITOR                                                                                                                                                END OF TERM
Sc DELVAUX, FRONVILLE, SERVAIS ET ASSOCIÉS, represented by Gérard Delvaux and Jean-Louis Servais                                                         May 2008
1. Director appointed on the proposal of the family shareholders.                            3. Independent Director.
2. Director descendant of, or related to, the founding family.                               4. Former Executive.

For the year ended 31 December 2006, the aggregate amount of                                 directors appointed by s.a. D’Ieteren n.v., and of s.a. D’Ieteren n.v.
compensation of all nature (including employer premiums on cor-                              as a shareholder, are set out in the Relationship Agreement entered
porate pension plans amounting to EUR 109,283) attributed by                                 into at flotation in 1997.
D’Ieteren and its subsidiaries to the three members of the Senior                            The Vehicle Glass sector comprises Belron s.a., in which
Management at Group level was EUR 970,865, the variable part of                              D’Ieteren and Cobepa own, at 31 December 2006, respec-
which represents around 30%. An aggregate number of one thou-                                tively 73.7% and 20.0% shareholding, and its subsidiaries. At
sand two hundred D’Ieteren stock options was granted to them.                                31 December 2006, Belron s.a. is governed by a board of direc-
No loans or guarantees have been extended to them by D’Ieteren.                              tors consisting of 11 members, six of which are appointed on
EXECUTIVE MANAGEMENT OF THE THREE SECTORS                                                    proposal of D’Ieteren and Cobepa, one is appointed on proposal
The activities of the D’Ieteren Group are organised in three                                 of the founder shareholders, two are executive directors and two
sectors.                                                                                     are independent directors. The Managing Director of D’Ieteren is,
The Automobile Distribution sector is managed by the CEO                                     ex officio, member of the board. The board of directors of Belron
D’Ieteren Auto, reporting to the Group Managing Director. The                                s.a. has two board committees: the audit committee and the
CEO D’Ieteren Auto chairs the management committee of                                        remuneration committee, each chaired by a director appointed on
D’Ieteren Auto, comprising six other members with responsibili-                              proposal of D’Ieteren.
ties for D’Ieteren Car Centers, Finance, Group Service, Human
Resources, Makes and Marketing.
                                                                                             DIVIDEND POLICY
The Car Rental sector comprises Avis Europe plc and its sub-                                 The Board of Directors intends to maintain its ongoing policy of
sidiaries. At 31 December 2006, Avis Europe plc is governed                                  providing the largest possible self-financing for the development
by a board of directors of 12 members: three are appointed on the                            of the Group, while ensuring regular dividend growth, results per-
proposal of s.a. D’Ieteren n.v., three are independent directors, four                       mitting.
are full time executive directors. The current non-executive chair-
man of the board is a former Avis CEO. D’Ieteren’s Managing                                  AUDITOR’S FEES
Director is executive deputy chairman of the board. The board                                The fees charged in 2006 by the Statutory Auditor and linked
of directors of Avis Europe plc has three board committees: the audit                        companies for the work carried out on behalf of Group compa-
committee, comprising three independent directors, the nomina-                               nies in connection with the compulsory control of the statutory
tions committee and the remuneration committee, each compris-                                and consolidated financial statements amounted to EUR 201,957
ing one of the directors proposed by s.a. D’Ieteren n.v. Listed on                           (excl. VAT). Further fees of EUR 62,653 (excl. VAT) were charged
the London Stock Exchange, Avis Europe plc is in compliance with                             for non-audit missions of which EUR 52,820 for other specific
the provisions of the Combined Code, with a few exceptions fully                             assignments and EUR 9,833 (excl. VAT) were charged for fiscal
disclosed in its annual report. The rights and obligations of the                            advice.

                                                                                                                                       CORPORATE GOVERNANCE 15
                                                                                             D’IETEREN AUTO
                                                                                             The vehicles sold by D’Ieteren Auto are
                                                                                             increasingly environmentally friendly: fuel con-
                                                                                             sumption is more efficient and consequently
                                                                                             CO2 emissions have been considerably
                                                                                             reduced notably thanks to the optimization of
                                                                                             existing diesel (TDI) and petrol (TSI) engines.
                                                                                             In 2006, Volkswagen introduced the Polo
                                                                                             BlueMotion, the first in a series of models
                                                                                             reflecting Volkswagen’s aim to market vehicles
                                                                                             with very low fuel consumption, delivering
                                                                                             outstanding performance at competitive
                                                                                             prices. Moreover, constant efforts are made
                                                                                             in order to increase the proportion of recycled
                                                                                             components at the end of the vehicle’s life
                                                                                             cycle. D’Ieteren Auto actively works with
                                                                                             Febiac (the Belgian Federation of the Car and
                                                                                             Two-wheeler Industries) within the framework

   As a company that takes its environmental and social
   responsibilities seriously, D’Ieteren is eager to play its part
   in improving the quality of life in the communities where
   it operates. In some cases, the Group offers its services to
   these communities, while in other cases, it becomes involved
   with relevant social issues or pursues more cultural or
   humanitarian goals.

                                            CARING FOR
                                             D’IETEREN AUTO                                  Children, as well as Live collecting funds for
                                             D’Ieteren Auto, in partnership with the Royal   several heart surgery projects.
                                             Automobile Club of Belgium, organizes           At the end of 2006, following the
                                             training courses aimed at responsible           announcement by Volkswagen AG of the
                                             driving for young drivers and advising on       restructuring of their manufacturing facility
                                             fuel-efficient driving for companies wanting     in Forest, Belgium, D’Ieteren has set up a
                                             to reduce the fuel consumption of their fleet    scholarship in order to help the workers
                                             of vehicles. D’Ieteren Auto supports a large    affected by this restructuring to retrain for
                                             number of social and cultural organizations     other professions in the automobile sector.
                                             and programmes such as the events
                                             organised by the ”Maison de la Radio”           AVIS EUROPE
                                             (Flagey). Through its Volkswagen division,      Avis Europe aims to make a positive
                                             the Company is committed to CAP 48 fund         contribution to the quality of life in the
                                             raising campaigns organised by RTBF on          communities where it operates notably by
                                             behalf of associations for the disabled. It     providing free transport for local community
                                             also supports Child Focus, the European         activities. The company also supports staff
                                             Center for Missing and Sexually Exploited       to volunteer and raise funds for charities

of Febelauto, the body which controls and       AVIS EUROPE                                    since 2000 and more than 8,400 tonnes
manages the environmentally responsible         Avis Europe remains committed to reducing,     in 2006. Some licensees are also Carbon
disposal of around 130,000 vehicles being       wherever possible, its negative impacts on     Neutral.
scrapped each year. D’Ieteren Auto also         the environment. Its largest environmental
encourages its dealers to reduce waste and      impact is from greenhouse gas emissions,       BELRON
protect the environment, notably via the        both from offices and the rental fleet.          Belron minimises glass waste through
safe storage of hazardous substances, the       Secondary impacts come from the waste          its repair first strategy. Belron has signed
use of water-based paints in coachwork          which is sent to landfill and incinerated.      agreements with specialised partners for the
and the selective treatment of waste water,     In 2006 Avis Europe achieved carbon neutral    collection and processing of this waste.
including the water used for dewaxing new       status for its European corporate operations
vehicles. Concerned about its integration in    by reducing CO2 emissions by the more
the urban environment, D’Ieteren Auto sup-      efficient use of office space and of energy,
ports initiatives in mobility matters. One of   and by offsetting remaining emissions. 70%
these is put into practice by staff from the    of the offset on 2006 was through innovative
Company’s headquarters in Ixelles via the       renewable energy and technology projects
promotion of alternative means of transpor-     which reduce greenhouse gas emissions.
tation, the reduction in the number of cars     The remaining offset was via tree planting.
on the road, etc.                               The company has offset 94,500 tonnes CO2


                                                                                               The CarbonNeutral Company

which are particularly important to them as     support the progress of all disadvantaged      attended by more than 4,000 young people
individuals. These include “Les Restaurants     people in South Africa through meaningful      from 380 schools.
du Coeur” in France, Cancer Research in         and sustainable contributions to society.      Locally, business units manage their own
Germany, “Cooperacion Internacional” in         It provides pre-school education, day-         socially responsible programmes, for
Spain, an organisation focused on improving     care centres and primary health care, with     example, in the UK, AUTOGLASS® have
housing in poor city areas, and the NEES        the emphasis on assistance to HIV/AIDS         a nation-wide scheme of local community
foundation in the Netherlands helping           affected patients and their families. The      partnerships supporting a range of
disabled children or children affected by       money raised by Belron staff who took          initiatives such as hospitals, schools and
chronicle diseases.                             part in the London Triathlon in 2006 will be   charitable organisations. Also in the United
                                                allocated to the building of medical care      States Belron supports several charitable
BELRON                                          centres run by locals who receive regular      organizations such as The American Cancer
Belron has launched a number of initiatives     training and medicin kits.                     Society, The Ronald McDonald House and
to support local communities in South Africa,   Belron also supports the Field Band            The American Red Cross.
where the company was founded. Belron           Foundation, which uses music and
supports MaAfrika Tikkun, a charitable          dance as a social development tool in the
organisation based in Johannesburg.             disadvantaged communities in South Africa.
Established in 1994, its mission is to          Currently they have 30 bands which are

                                                                                                                 CORPORATE CITIZENSHIP 17
Major risk Factors(1)

Automobile Distribution: D’Ieteren Auto’s activity is primarily based on close relations built during the last sixty years with the Volkswagen
group and largely depending on the existence of import agreements between both parties. This close relationship also makes the results of
D’Ieteren Auto dependent on the success of the models developed by the Volkswagen group. Furthermore, future developments of the European
regulation concerning automobile distribution could potentially influence the competitive environment in a way that is difficult to foresee for the
time being. The development of environmental standards or tax regulation on company cars could have a negative influence on volumes and mix
of new vehicles sold. D’Ieteren Lease’s fleet represents an important asset of which the value is largely depending on the used vehicle market
Car Rental: with about 50% of its sales coming from airports, Avis Europe’s results can be influenced by the risks faced by the air transport
sector such as geopolitical instability, significant higher petrol prices and the economical environment in general. Fleet costs, one of the most
important elements in operating costs, largely depend on the buying conditions negotiated with the car manufacturers, on the selling conditions
on the used car market and are therefore depending on the car industry development in general. It is important for the activity to have access to
the necessary funds in order to finance the fleet. During the last years, competition in the car rental sector has intensified notably due to the
Internet development with a tougher pricing environment as a consequence. In this difficult context, leading to continued margin reductions,
Avis Europe implemented a recovery strategy aiming at higher profitability.
Vehicle Glass: Belron operates in the vehicle glass repair and replacement (VGRR) market which is dependent on various factors notably
weather conditions, changes in the vehicle park and driving speed. Weather extremes create peaks in demand which need to be managed
through flexible operations whilst changes in vehicle technology or traffic speed result in changes in breakage rates and thereby overall market
size. The VGRR market is also influenced by insurer and commercial business decisions towards glass coverage and preferred suppliers.
Changes in insurance coverage affect motorists’ propensity to act on damage despite the associated safety risk. Belron employs around 18,500
full time equivalents and makes a significant investment in training to insure all its staff are appropriately qualified to fulfill their roles throughout
the business. In addition, Belron uses sophisticated information technology and centralised distribution facilities which are key to the business
operation and represent key risk points. In addition to its organic operational activities, Belron is also an acquisitive company and accordingly
faces the usual risks associated with buying and integrating businesses.
Risks related to financial instruments are explained in note 38 of the consolidated financial statements.

(1) Publication in accordance with the law of 13 January 2006 modifying the Company Code.

                                                                                                                          MAJOR RISK FACTORS        99
share inForMation

                                                                                                                                                                          D’Ieteren share forms part of the Next 150, Next Prime and BEL MID
Minimum lot                                                                                                          1 share
                                                                                                                                                                          indices of Euronext with respective weighting of 0.61%, 1.84% and
ISIN code                                                                                                    BE 0003669802
                                                                                                                                                                          3.68% as at 28 February 2007. It also forms part of sector indices
Sicovam code or security code                                                                                        941039
                                                                                                                                                                          published by MSCI, Dow Jones, Eurostoxx and Bloomberg.
Reuters code                                                                                                        IETB.BR
Bloomberg code                                                                                                       DIE.BB                                               DIVIDEND
FTSE classification                                                                                 Business Support Services                                              If the allocation of results proposed on note 29 of this Annual Report is
                                                                                                                                                                          approved by the Ordinary General Meeting of 31 May 2007, a gross divi-
                                                                                                                                                                          dend for the 2006 year of EUR 2.6400 per share will be distributed, i.e.:
EVOLUTION	OF	THE	SHARE	PRICE	AND	TRADED	VOLUMES			                                                                                                                        • a net dividend of EUR 1.9800 in return for coupon n°16, after deduction
IN	2006	
                                                                                                                                                                             of the occupancy tax of 25%;
Share	Price	(EUR)                                                                                                                             Volumes
                                                                                                                                                                          • a net dividend of EUR 2.2440 in return for the coupon and VVPR strip
300                                                                                                                                                           40,000         n°16, after deduction of the occupancy tax of 15%.

                                                                                                                                                              35,000      Payment of the dividend will take place as from 7 June 2007 at the head
                                                                                                                                                                          offices and branches of the following establishments:
                                                                                                                                                                          • Bank Degroof
                                                                                                                                                              25,000      • Fortis Bank
150                                                                                                                                                           20,000      • ING Bank
                                                                                                                                                                          • Petercam
                                                                                                                                                              5,000       GROSS	DIVIDEND	PER	SHARE	(IN	EUR)

 0                                                                                                                                                            0













                                                                                                                                                                          2.5                                       2.64
                                                                                                                                                                                  2.31     2.31    2.31     2.40

150                                                                                                                                                                       0.0
                                                                                                                                                                                   02      03       04      05       06













Detailed and historic information on the share price and the tra-
ded volumes are available on the websites of D’Ieteren (www. and Euronext ( Avis Europe,
a 59.6% subsidiary of D’Ieteren, is listed on the London Stock
Exchange in the Transport sector (code AVE.L).

100 D’IeTeRen - AnnuAl RepORT 2006
DENOMINATOR                                                                                         PRESS	AND	INVESTOR	RELATIONS
                                                                                                    Catherine Vandepopeliere
31 december 2006                                       Number                    Related            Financial Communication
                                                                            voting rights
                                                                                                    s.a. D’Ieteren n.v.
Existing shares(1)                                   5,530,262                 5,530,262
                                                                                                    rue du Mail, 50
Participating shares(1)                                500,000                   500,000
                                                                                                    B-1050 Brussels
TOTAL                                                                          6,030,262
(1) Each of the shares and participating shares grants a voting right.
                                                                                                    Tel.: + 32-2-536.54.39
                                                                                                    Fax: + 32-2-536.91.39
SHAREHOLDING	STRUCTURE	                                                                             VAT BE 0403.448.140 – Company registration number Brussels
                                                                                                    Information about the Group (press releases, annual reports, financial
                                         31 december 2006 - in voting rights                        calendar, share price, statistical information, social documents…) is
                                         Nayarit Group                27.06%                        available mostly in three languages (French, Dutch, English) on the
                                         SPDG Group                   25.10%                        website:
                                         Cobepa s.a.                    7.05%
                                         Own shares                     1.28%                       Through the Group’s website it is also possible to subscribe in order
                                         Public                       39.51%                        to receive via e-mail information such as: agenda of general meetings,
                                                                                                    press releases, articles of association, special reports of the Board of
                                                                                                    Directors, publication of the annual report, statutory accounts, payment
Information about the statement of capital can be found on note 29 of                               of dividend, information regarding the denominator and transparency
this Annual Report.                                                                                 declarations.
                                                                                                    Ce rapport annuel est également disponible en français.
                                                                                                    Dit jaarverslag is beschikbaar in het Nederlands.

Last day for the deposit of shares
for the Ordinary General Meeting                                            25 May 2007
Ordinary General Meeting                                                    31 May 2007
Payment of the dividend
for the year 2006                                                            7 June 2007
Publication of results
for the first half 2007                                                   28 August 2007
Publication of annual results 2007                                        February 2008

This Annual Report contains forward-looking information that involves risks and uncertainties, including statements about D’Ieteren’s plans, objectives, expectations and intentions. Readers are
cautioned that forward-looking statements include known and unknown risks and are subject to significant business, economic and competitive uncertainties and contingencies, many of which
are beyond the control of D’Ieteren. Should one or more of these risks, uncertainties or contingencies materialize, or should any underlying assumptions prove incorrect, actual results could vary
materially from those anticipated, expected, estimated or projected. As a result, D’Ieteren does not assume any responsibility for the accuracy of these forward-looking statements.

                                                                                                                                                              ShARe InFORMATIOn               101
Press and investor relations
Catherine Vandepopeliere
Financial Communication
s.a. D’Ieteren n.v.
rue du Mail, 50
B-1050 Brussels
Tel.: + 32-2-536.54.39
Fax: + 32-2-536.91.39
VAT BE 0403.448.140 - Company Registration Number Brussels

Ce rapport annuel est également disponible en français.
Dit jaarverslag is beschikbaar in het Nederlands.

Concept and realisation: CHRIS – Communication Agency
Photography: Jean-Michel Byl – Clair Obscur
             Nicolas Van Haren and picture libraries of
             Audi, Avis, Belron, Bentley, Budget, Carglass,
             Lamborghini, Seat, Skoda, Porsche, VW, Yamaha
Prepress and printing: SNEL Grafics, Liège

The major trading brands of the Belron group: Belron®, the Belron Device, Autoglass®,
Carglass®, Glass Medic®, Lebeau®, Duro®, Speedy Glass® and Apple AutoGlass® are
registered trademarks and Elite Auto Glass™, GlasPro™, Windshield Pros™ and Auto
Glass Specialists® are trademarks of Carglass Luxembourg S.à.r.l. - Zug Branch or
associated companies. O’Brien® is a registered trademark of O’Brien Glass Industries
Limited and Smith & Smith® is the registered trademark of Carglass NZ Limited.
SAFELITE® is a registered trademark of Belron US.

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