Annual report 2021

Clean watercourses for future generations and a living environment in harmony with water

Annual Report 2021 BE-GAAP

4 About Aquafin

30 Financial report

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Annual Report BE GAAP 2021

About Aquafin 2021 at a glance Foreword Challenges and opportunities Our strategy Sustainability principles Highlights of 2021

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Financial report

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Extra information

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General information Report of the Board of Directors - Main risks and uncertainties - Main events during the financial year - Main events after the financial year - Auditing of the company - Shareholder structure and cross-shareholdings - Branch offices - Notes to the balance sheet - Notes to the income statement - Proposal to the General Meeting

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- Hedge accounting - Pension liabilities - Cash flows - Green Finance Framework report

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Corporate governance statement

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62 Extra information

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About Aquafin

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quafin is responsible for the financing, construction, optimisation and management of the supra-municipal infrastructure for waste water treatment in Flanders. For more than 30 years, we have been able to count on the confidence of the Flemish Region in this regard.

In our collector sewers, we collect domestic waste water from the municipal sewers across more than 86% of Flanders. From there, we transport it to one of our 325 waste water treatment plants spanning the whole of Flanders. Following a mechanical and biological treatment process, it meets the applicable Flemish and European standards and is discharged into the surface water.

Smart with water

Up to 2021, the projects needed to continue to expand and optimise the treatment infrastructure were awarded to us by the Flemish Region.

From 2022 onwards, Aquafin will define these projects itself, aligned with the planned investments of the cities and municipalities. This new approach is intended to achieve the greatest possible benefit for the environment at the lowest possible cost.

Cost-efficient project finance

Reliable and high-performing infrastructure

Transport and treatment of household waste water

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Annual Report BE GAAP 2021

Project management

OUR AMBITION With our activities, we have a clear corporate objective in sight: clean watercourses for subsequent generations and a living environment in harmony with water. Our expertise in all aspects of the water cycle means that we are well placed to design solutions to mitigate the consequences of climate change at local level. Dealing with rainwater smartly is crucial for coping with periods of drought and reducing the risk of flooding.

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With our activities, we have a clear corporate objective in sight: clean watercourses for subsequent generations and a living environment in harmony with water.

TOWNS, CITIES AND MUNICIPALITIES Towns, cities and municipalities can also ask Aquafin for management of their sewer infrastructure or for advice on efficient stormwater management. In this market, we compete with other sewer operators, drinking water companies and intermunicipal partnerships. Aquafin invoices the municipality with which it has an agreement for the cost of municipal projects. In accordance with the provisions of the Management Agreement, the charges and revenues for activities for the Flemish Region and those for the municipalities are separated.

INDUSTRIAL WATER TREATMENT Our subsidiary Aquaplus offers the knowledge and expertise of Aquafin to Belgian companies with a water-related issue. From renovation to process optimisation, operation, recycling of water or the whole process from design to implementation: all projects require an in-depth knowledge of water treatment. Aquaplus takes care of all this for its clients so they can concentrate on their core business. Our subsidiary has clients in various sectors, including food and beverage, chemicals and the pharmaceutical industry.

2021 at a glance Finance

6,655

594,814

K EUROS PROFIT AVAILABLE FOR APPROPRIATION

K EUROS TURNOVER

Infrastructure

325 WWTPS

6,902 KM OF PIPES

3,527 1,305

1,974 PUMPING STATIONS AND STORAGE SETTLEMENT TANKS

96 % OF WWTPS MET ALL STANDARDS

PROJECTS DELIVERED TO THE FLEMISH REGION AT 31/12/2021 WORTH 4.3 BILLION EUROS

PROJECTS IN DESIGN PHASE AND IN PROGRESS FOR THE FLEMISH REGION AT 31/12/2021 WORTH 1.7 BILLION EUROS

Employees

1,155

EMPLOYEES (848 MEN AND 307 WOMEN) + 45 FROM FLEMISH ENVIRONMENT AGENCY

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Foreword

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Annual Report BE GAAP 2021

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Dear reader

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his annual report is issued at a turning point for Aquafin. This year, we say goodbye to a ‘management agreement’ and look forward to a new ‘cooperation agreement’ with the Flemish Region. Much more than a difference in words, the new cooperation will be visible in everyday practice. In fact, the Region is trusting us to define autonomous supra-municipal projects that match investments at municipal level and therefore bring the maximum ecological benefit. Therefore, from this year, all new projects will come about in consultation with and with the involvement of the relevant stakeholders.

In 2021, we put 196 million euros’ worth of new supra-municipal projects and 109 million worth of projects for municipalities out to tender. Due to the fast-tracked deadline for submitting GIP dossiers (municipal sewerage projects eligible for a subsidy from the Flemish Region), this was considerably more than estimated. Last year, we managed to complete and deliver to the Flemish Region a total project value of 176 million euros.

We found that a shortage of raw materials not only delayed the start of works, but also had a marked impact on prices.

In addition, investments in maintaining existing infrastructure were increasingly important. In 2021, we carried out 41 million euros’ worth of asset management projects.

The reinvestment value of the assets we manage stands at around 7 billion euros.

The growth, but above all the obsolescence of our assets leads to an increasing budgetary requirement for repairs and replacements year by year. By 2030, we expect to need around double the current budget to keep the infrastructure working efficiently.

“Through research and innovation, we constantly seek ways of reducing the negative impact

Of course, this is also necessary in order to be able to continue to work towards good water quality in Flemish streams and rivers in future. Our waste water treatment plants achieved excellent results once more in 2021. They all complied with the relevant concentration limits. However, the exceptionally wet year, with highly diluted waste water, meant that it was not possible to achieve the removal percentages everywhere, despite enormous efforts by our employees.

Working towards clean watercourses is and remains our core business. However, corporate social responsibility also plays an increasingly large role. Although our infrastructure serves a noble purpose, it inevitably also has an ecological footprint. Through research and innovation, we constantly seek ways of reducing this negative impact and increasing the added value. In this annual report, you can read, for example, how we are making better use of our crude biogas with the start-up of our first biomethane unit and how we are offering towns, cities and municipalities a clearer view of the condition of their sewer systems with a new digital platform. Meanwhile, with the support of the Flemish Region, we are working hard to digitalise the water chain. This will enable our infrastructure to fulfil many more functions in future in response to ecological and climate challenges.

and increasing the added value.”

Alain Bernard Chairman

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Challenges and opportunities SUPPORT FROM FLEMISH POLICYMAKERS

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quafin has been given a crucial new role by the Flemish Government in which we match supramunicipal investments to those of towns, cities and municipalities. This should lead to faster ecological results and cost savings due to possible synergies. This approach is fundamentally different to how we worked up to 2021.

Every year, Aquafin used to be assigned a programme of projects for the development and optimisation of the supramunicipal treatment infrastructure by the Flemish Region.

From 2022 onwards, we are guided by a new cooperation agreement with the Region, which will be ratified during that year.

Further expansion At the beginning of 2022, 86% of waste water from Flemish households was treated. The removal of the pollution load in our watercourses for the remaining 14% in ‘rural areas’ is progressing slowly. The River Basin Management Plans revised in 2021 show that many resources are still required to expand the current sewer infrastructure. Meanwhile the return on these investments is declining as homes are further apart. At the request of the policymakers, Aquafin is now investigating the best treatment options for rural areas within the Coordination Committee on Integrated Water Policy (CIW) and together with AquaFlanders, the Flemish Environment Agency and the Association of Flemish Cities and Municipalities (VVSG). This may involve collective, individual or even decentralised treatment systems with potential options for recycling. By the fall of 2022, a toolbox will be put together which enables municipalities and sewer operators to make the right choices.

Reliable infrastructure Beside the further expansion of sewer infrastructure, optimal management of this is becoming increasingly important. The infrastructure is ageing and damage can have serious consequences for the environment and surroundings. In view of this, by the end of 2027, the Flemish Government wants to have a reliable picture of the condition of Flemish sewers. Together with the Association of Flemish Cities and Municipalities (VVSG), AquaFlanders, the Flemish Environment Agency, Vlario and the towns, cities and municipalities and their sewer operators, Aquafin devised standards and minimum requirements for sewer inspections in 2021.

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The functioning of overflows or emergency outlets from combined sewers also has an impact on water quality. When it rains too heavily, some of the diluted waste water flows directly into a watercourse. Many measurement devices linked to an alarm are already installed on the overflows managed by Aquafin. In order to increase knowledge around overflow operation and devise specific solutions, from 2022, we will develop a large-scale overflow measurement matrix at the request of the Flemish Region.

Blue Deal After a series of very dry years and with an eye to climate change, in 2020, the Flemish Government presented the Blue Deal as an action plan for tackling drought and water scarcity. In view of our activities and our expertise in the field of waste water and stormwater management, Aquafin is closely involved in the Blue Deal, both at policy level and in practice. Our General Manager Jan Goossens is a member of the High Level Task Force and our colleague Krista Decat is seconded to coordinate the Blue Deal within the CIW as project manager. At project level also, we help build a resilient, climate-proof Flanders via various tracks along which the Blue Deal works.

WET YEAR LEAVES ITS MARK ON WATER TREATMENT

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nly part of the 800 million m³ of sewage that Aquafin treats every year is truly domestic waste water. Most sewers carry domestic waste water and rainwater as well. A substantial volume of water also flows in from adjoining streams and groundwater is seeping into the sewage pipes as well. There was frequent, heavy rainfall in 2021. As a result, noticeably more sewage arrived at our WWTPs - as much as 868 million m³.

The treated waste water has to comply with EU standards and the strict Flemish quality standards laid down in the environmental legislation (VLAREM). These apply to five parameters measured in incoming sewage and treated waste water discharged into streams (see box). For each of these parameters, there are concentration limits as well as removal percentages to be attained. Concentration limits indicate how many milligrams per litre of a substance can be present in the treated waste water. The removal percentages specify how many percent of the substances we have to remove from the incoming sewage annually.

5 parameters for clean water BOD: biological oxygen demand – the amount of oxygen required to break down the pollution biologically. > COD: chemical oxygen demand – the amount of oxygen required to break down the pollution via a chemical process. > Suspended solids: all undissolved substances in a volume of waste water. > Nitrogen & phosphorus: nutrients present in domestic waste water. Excessive quantities of these in the watercourse lead to too strong algae growth, which reduces the oxygen content. >

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Diluted sewage and tighter standards In 2021, all 323 WWTPs analysed complied with the applicable concentration limits, which is a measure of the impact of the effluent on life in the stream. However, when the waste water is as heavily diluted with rainwater as last year, it is harder to achieve the ambitious removal percentages.

This is because the concentrations measured in the incoming sewage are extremely low.

Twelve of the 323 WWTPs did not achieve all removal percentages. Besides the dilution of the sewage, the tightening-up of the removal standards in 2021 following several dry years also played a role.

Thanks to automatic controls for the treatment process, we can respond quickly, for example by adding extra carbon sources so as to still achieve the desired removal percentage for nitrogen. But even these interventions have their limits and their price, as each extra substance that has to be added has an impact on the cost of water treatment.

To lessen the impact of extreme weather conditions on the treatment process, in future, we will work more with forecasts to enable us to anticipate situations.

The treatment results also underline once more the importance of disconnecting water that does not belong in the sewer for treatment efficiency.

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Annual Report BE GAAP 2021

OPTIMAL TREATMENT AND RECYCLING OF SLUDGE

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n the biological treatment process at our WWTPs, biomass in the form of sludge is created by the organic decomposition of dissolved waste matter. This sludge contains the microorganisms that digest the dirt particles. It consists of 99% water and 1% dry matter. It is thickened and dewatered as much as possible in situ, before being carried away for processing. Due to the wet weather, in 2021, there was almost 10% more dry matter than estimated for that year.

Half of the biomass is digested at one of our 13 digestion plants spread throughout Flanders. We convert the biogas produced in this way into electricity and heat and, since 2021, into biomethane at our Antwerpen-Zuid WWTP. We dry out one third of the total (digested and undigested) biomass in one of our three sludge dryers to make pellets for co-incineration in the cement industry. One of Aquafin’s sludge dryers runs on biogas produced by us, one on natural gas and, up to the end of 2021, the third ran on steam from a nearby waste incineration plant. The latter was forced to switch to natural gas at the beginning of 2022. The remaining two thirds of the sludge is also incinerated, but as dewatered sludge and therefore not dried.

In view of the complete phasing-out of the use of fossil fuels, a strategy was devised in 2021 for future, sustainable sludge treatment. By 2026, the old sludge dryers will be decommissioned and replaced by two new sludge dryers running on residual heat from industry, at a low temperature. In addition, by 2026, we will build a new sludge treatment installation on the Arcelor Mittal site in the Port of Ghent which will treat the sludge without adding other waste streams. This will enable maximum recovery of energy and raw materials. Arcelor Mittal will also use the high-pressure steam generated for its steel production. Initially, the mono-processor will process two thirds of the sludge from our WWTPs. By 2040, we want to send all of the sludge to the mono-processor.

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SEWERAGE PROJECTS TAILORED TO THE MUNICIPALITY

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nder the new form of cooperation with the Flemish Region, Aquafin will tailor supra-municipal investment projects to the plans of the municipalities.

Whereas now we are assigned a programme of projects to be carried out each year, in future we will define our own projects in alignment with the investments planned by the individual municipalities to ensure the best ecological result. In 2021, we tested the new way of working with several municipalities, and from 2022 we will be rolling it out fully.

Since we take as our basis the needs of the municipality and bring all other stakeholders around the table at an early stage, we expect shorter lead times for projects. As soon as we have the commitment of all parties, we can start on the design. The final tendering process and awarding of contracts for the project can then follow swiftly, once we have the necessary permits. The great advantage of this shorter process is that the projects carried out also match the current vision and insights.

“The great advantage of this shorter process is that the projects carried out also match the current vision and insights.”

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RESEARCH AIMED AT SUSTAINABLE DEVELOPMENT

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or many years, Aquafin has had a strong reputation in the area of Research & Development. Our fundamental research focuses on four major themes that have a significant impact on society:

Zero-waste water cycle “Zero-waste” means avoiding or heavily reducing waste production so that future generations do not have to pay the price. For the urban water cycle, this means reusing waste flows as far as possible.

We know from previous research that the most efficient way of recovering phosphorus from sewage is from sludge, in which it accumulates during the biological treatment process. Phosphorus is an essential element in the food chain, but natural reserves will be exhausted in a few decades. However, it is present in abundance in human urine and thus in sewage. In view of this, from 2026, Aquafin will recover phosphorus for reuse on a large scale in a newly built installation.

Besides phosphorus, it will also recover as much energy as possible from sludge treatment in the form of steam, all of which will be used by the steel producer.

Nitrogen is another nutrient that is removed during the water treatment process.

Once it is recovered from the sludge water, it can be used for fertiliser production.

In a pilot installation at our AntwerpenZuid WWTP, we are researching the final quality and energy consumption of this process, and in particular its impact on reducing emissions of nitrous oxide (N2O) into the atmosphere.

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WWTPs block 97% of microplastics.

Robust and healthy water systems Water has a number of crucial functions for people and the environment. For this, water systems need to be resistant to climate change and the water quality must be sufficiently high. Research into systems that allow rainwater to soak into the soil more easily or buffer it for reuse is closely aligned with the zero-waste principle. Rainwater runoff from paved areas can be polluted by traffic, for example. If it is used for irrigation or recreation, it must be of the right quality for this and therefore needs to be treated. At Aquafin, we are investigating how this can be done locally, with nature-based solutions, for example.

In projects such as > B-Watersmart, we investigate how smart control of rainwater storage basins with additional treatment can be a solution for agricultural crops in long, dry periods.

Rain has a direct impact on the sewer system. When it rains heavily, pollution often enters watercourses via emergency outlets from the mixed sewer system (overflows).

Via measurement campaigns and modelling tools, we can analyse the frequency of overflow operation and examine how interventions in the sewer system impact this.

In 2021, we completed the ecohydrological study of the Roosterbeek stream in Limburg, in conjunction with the Province of Limburg, the Flemish Environment Agency and the Belgian Nature and Forest Agency.

Treated waste water is a potential alternative water source in tackling water scarcity.

Aquafin is a partner in various research projects for upgrading treated waste water, mainly for irrigation in agriculture. We are investigating how disinfection technologies and other tertiary treatment technologies can fulfil the necessary quality standards. The knowledge acquired by R&D in this area over the last few years is now embedded in the organisation and applied to launch specific projects.

The water which we discharge into the stream after treatment also contains substances such as organic micropollutants and microplastics. In the traditional treatment process, for which our WWTPs are built, they are only partially removed, if at all. There are currently no standards for this either. Nevertheless, we believe it is important for water quality to investigate how they could be removed in a cost-effective manner. In 2022, we began the full-scale removal of organic micropollutants at the Aartselaar WWTP in an arrangement combining various technologies, positioned after the final settlement tanks and before the point of discharge into the stream. Before and after this form of post-treatment, we measure the presence of organic micropollutants, their toxicity and hormone-disrupting effect.

The presence of PFAS in the environment was a hot topic in 2021. At Aquafin, we took the first steps in detecting these substances in water treatment processes and waste flows. As in neighbouring countries, we are encountering many difficulties with these measurements. In the next phase, we want to investigate how the PFAS detected can be removed in the treatment plant.

Digital Water Value Chain The digitalisation of the water chain is an indispensable lever for maximising smart controls and reuse of waste flows. A robust and healthy water system keeps the right quantity and quality of water in the right place at all times.

Aquafin is a partner in the Internet of Water, together with imec, the Flemish Institute for Technological Research (VITO), Vlakwa, the Flemish Environment Agency and De Watergroep. In this project, in 2022, a network of 2,000 connected sensors will be rolled out to provide information in real time on the PH, conductivity and temperature of surface water, groundwater and sewage.

As far as microplastics are concerned, in 2021, we participated in a study by Ghent University and the Flemish Institute for Technological Research (VITO), commissioned by the Flemish Environment Agency and Flemish Environment Minister Zuhal Demir, concerning the presence of microplastics in our surface water and the various sources. The study revealed that Aquafin’s WWTPs blocked 97.5% of the plastic particles present in the waste water.

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Eco-efficient business models By treating domestic waste water before it is discharged into the surface water, Aquafin makes a substantial contribution to clean and healthy watercourses. At the same time, we reduce our ecological footprint. The infrastructure needed to transport and treat sewage is directly or indirectly responsible for various greenhouse gas emissions.

We investigate where the environmental impact is greatest and what we can do to reduce this.

“R&D must accelerate the transition to sustainability.”

Rosalia Delgado, manager R&D

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At our WWTPs, we monitor emissions of CO2, N2O (nitrous oxide) and CH4 (methane), among other substances. We have found that the type of carbon source we use to remove nitrates from waste water plays a major role in N2O emissions. For this reason, in 2021, we totally phased out glycerine-containing concentrated carbon sources, which we used in most places, and switched completely to molasses, a by-product of sugar production.

Subsequent measurements showed that this switch allowed us to emit an impressive 75% less N2O. Water treatment leads indirectly to emissions via the production chain for the materials we use. At present, we mainly still use traditional materials. Although these optimise the production process, circular alternatives are also under development. Aquafin is investigating which materials are a valid alternative for its infrastructure based on lifecycle analysis.

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CREATING AN IMPACT THROUGH INNOVATION

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hrough fundamental research within R&D, Aquafin continually broadens its knowledge of all aspects of the water cycle. This knowledge forms the basis for certain choices or decisions and can sometimes also lead to new, innovative services and products. But, of course, much more input is possible for innovation, from the whole organisation. By adopting an open attitude to wide-ranging social challenges, opportunities in the sector and our own activities, we aim to seize every opportunity to create an impact.

‘Innovative’ is not one of Aquafin’s corporate values for nothing. Employees are invited to share ideas and suggestions on an internal digital innovation platform. These are assessed at an early stage for relevance, feasibility, desirability and viability. Ideas which meet these criteria can be developed further into a service or product with added value for the company, the sector or society. Innovative ideas with demonstrable market potential and a solid business case are placed in a ‘speedboat’ or internal start-up that aims to prove the product/market fit. The speedboats are led by the Innovation team in the Business Development & Innovation division, often in association with external innovation partners.

In addition, the innovation team takes initiatives within the organisation to strengthen the innovation culture, for example by launching new challenges around concrete requirements of our customer or in society.

Innovation platform Yambla (1/7/2021 – 31/12/2021) n INTERNE MUTATIES n NIEUWE AANWERVINGEN

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19 n MARKET INNOVATIONS n INTERNAL INNOVATIONS & IMPROVEMENTS n OTHER

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326

ACTIVE MEMBERS

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Innovative projects In 2021, Aquafin invested 615,000 euros in innovation, in the form of time commitment and all external costs for guiding innovations through the innovation process, including market analysis, proof of concept, interviews with users and validation of assumptions.

In addition, last year, the speedboats were allocated investment budgets of a further 540,000 euros to develop their products or services and demonstrate the market fit.

A CLEARER VIEW OF THE SEWER SYSTEM WITH ROSI A transparent insight at all times into the condition of their sewers, inspection schedule and results, risk assessment and advice on steps to be taken for a transparent annual cost. This is what Aquafin had in mind for its municipal customers with the digital platform Rosi. It is the first innovation project for which we created an internal start-up. This meant that we could work on three tracks at once: the proposal to the customer, steering of the internal processes and development of the digital project. Just nine months after the ideation phase, we were able to launch Rosi as an as-a-service model, with great success. We started with four pilot municipalities and are scaling up to 70 municipalities in 2022. > www.rosi.be

“Daring to take calculated risks leads to innovations by which we

BIOMETHANE FROM SLUDGE DIGESTION In 2021, Aquafin commissioned its first installation which converts biogas generated by sludge digestion into biomethane which we inject into the natural gas grid.

Despite the phasing-out of gas from the energy mix, this green gas is far more valuable in the transition to a carbon-free future than the green electricity which we used to produce from the crude biogas. With this first installation at the Antwerpen-Zuid WWTP, we can inject 60 Nm³ of green gas per hour into the grid.

We are also examining the potential of other sites with sludge digestion for using crude biogas more sustainably.

offer original responses to real requirements of our customers.”

Maarten Raemdonck, manager Innovation

OTHER CURRENT INNOVATIONS: • Sewer thermal energy: first application on own site in first contracts in final phase • Innovative inspection technologies for sewers • Smart controls for rainwater that enable buffering and reuse/soaking away • Climate adaptation advice for municipalities

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ENERGY GOALS ON TRACK

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reatment of domestic waste water is a highly energy-intensive process. Biological treatment, in which blowers introduce oxygen into the water at regular intervals, in particular is a big consumer of energy. For this reason, over the last few years, we have been replacing outdated, energy-guzzling equipment with new blowers that use less energy. This operation continued in 2021. In addition, last year, we worked intensively on optimising the automatic controls in the treatment process, primarily on those components which use most energy such as screw pumps, aerators and propellers. By finer adjustment of the stop and start points with good treatment results as the basis, once again in 2021, we used 1% less than model consumption.

For optimisations of energy consumption, we can call upon the Energy Fund administered by the Flemish Region. The savings on energy bills which these energy-reducing interventions deliver are reinvested in the Energy Fund. From 2022, Aquafin will cooperate with the Flemish Energy Company (VEB) for the energy it has to purchase, green electricity and gas. The volume of energy which this central purchasing body for the Flemish Region purchases for Aquafin substantially increases its purchasing power. This can have a positive effect on the purchase price for all connected customers from the public sector, which is a powerful incentive in view of the current high energy prices.

Energy transition As far as gas consumption is concerned, we have taken a large step towards a fossil free future in the last few years. By 2026, we will exclusively use residual heat to dry sewage sludge, while we still use some natural gas at present. The construction of a sludge monoprocessor on the Arcelor Mittal site in Ghent also instantly makes us a supplier of both green steam and green electricity to a highly energy-intensive sector.

Alongside this, we are also expanding our own energy production year by year. At the end of 2021, we commissioned our twentieth solar array at a WWTP. This gives us a total installed capacity of over 8,800 kWp. Up to 2030, we plan to expand by a further 2,000 kWp each year. Meanwhile, we continue to explore the potential for producing wind energy on our sites. We are doing this with regard to both medium-sized and large wind turbines. In 2022, we will invite tenders for 8 specific locations at which wind turbines with an installed capacity of at least 2 MW can be sited. We are tapping into totally new potential with the first production of biomethane from biogas at our AntwerpenZuid WWTP.

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Energy consumption HS (in MWh) 250,000 200,000 150,000 100,000 50,000 0 MODEL CONSUMPTION

REAL CONSUMPTION

Green electricity production (in MWh) 20,000 15,000 10,000 5,000 0 2020

2021

n SOLAR ARRAY n CO-GENERATION

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CONTINUING FOCUS ON SAFETY

Mental well-being

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here can be no debate about safety targets: zero accidents must always be the aim.

At Aquafin, we work towards a corporate culture in which thinking and acting safely are central. We want a safe (working) environment – not just for our own employees, but also for people who work on our behalf and for local residents in areas where we carry out works. Last year, for instance, we tightened up the rules around wearing personal protective equipment (PPE) and introduced formal basic instructions for dealing with risks in the 12 most risky activities on our infrastructure. The VCA certification we introduced for certain tasks is well under way and we are now beginning to train our own employees on site. We added an escalating layer to the STOP principle for repeated unsafe situations on the same site. In the case of a ‘STOP-plus’, the contractor in question is interviewed and specific action plans are requested to avoid a repetition. We also worked to make the infrastructure itself safer by putting in place fall protection equipment, testing emergency stops and a risk analysis around industrial ergonomics.

Dealing with COVID-19 in the workplace As in the previous year, in 2021 we had to cope with restrictions and measures to limit the spread of the coronavirus. A Covid team with representatives from HR, Communications, Occupational Health & Safety and our operational services discussed changing guidelines and how they affected the company’s day-to-day operations on a weekly basis. Via accessible internal communications, employees were informed of the measures and what to do in case of a high-risk contact or infection. Of course, workplaces were also Covid-proofed and the necessary guidance was issued for those who could not work from home.

Number of lost time accidents 20 15

15

14 10

10

9

7

5 0 2017

20

2018

Annual Report BE GAAP 2021

2019

2020

2021

Besides physical safety, we also want mentally fit employees. In 2021, the wellbeing policy was updated in line with current psychosocial risks. Naturally, the reality of two years of coronavirus measures with social restrictions, homeworking and healthcare is a major factor in this. The ‘Aquafin works!’ circle (see box) is a good basis for team arrangements around work and connection. Managers were also given tools and taught skills around well-being and we are building strong well-being for every employee with ample feedback and specific actions.

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NOT ALWAYS BEING TOGETHER, BUT WORKING TOGETHER Even without being physically near one another every day, you can achieve serious results. Subject to the necessary arrangements around connection, results, sharing knowledge and working together, of course. During the pandemic, when working from home was key, Aquafin developed the ‘Aquafin works!’ circle. It is a tool to aid discussion within a team of issues which may be less evident but are nonetheless important to arrive at clear arrangements to continue to ensure cohesion and output. Even after the pandemic, the circle remains a useful tool in a new way of working together.

“Five years’ hard work on our safety culture is bearing fruit.

It is a moral objective that is inextricably linked to corporate social responsibility.”

Raf D’haen, Operational Manager Prevention

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INDUSTRY PARTNERSHIPS

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artnership is essential if we in the Flemish water industry are to tackle the economic, ecological and social challenges facing us effectively. In view of this, Aquafin is represented in various industry organisations, forms partnerships with other (drinking) water companies and does more than simply touch base with its technical partners.

Water companies For the sewer management of a number of Flemish towns, cities and municipalities, Aquafin works systematically with drinking water companies water-link and De Watergroep (Riopact). In 2021, we also strengthened our ties with other Flemish drinking water companies. For example, we formed our first partnerships with Farys and Pidpa for sewer management in several municipalities based on their respective supply areas and joined with Farys and water-link in projects around upgrading treated waste water. Aquaduin, the drinking water company which turns the effluent from our Wulpen WWTP back into drinking water, will do the same with the effluent from the Adinkerke WWTP in future.

Together with our Walloon counterpart SPGE (Société Publique de Gestion de l’Eau), we are investigating how we can join forces to try out innovative inspection technologies for sewer infrastructure.

Water and utility sector Aquafin plays an active role in partnerships within the water sector such as Aquaflanders, Vlario and the Coordination Committee on Integrated Water Policy (CIW). We are also represented in Synductis, engaged in the coordination of utilities. We come to the necessary arrangements with Fluvius, the grid operator for electricity and gas, and hold regular discussions to improve cooperation and safety on construction sites.

Technical partners When carrying out investment and optimisation projects, Aquafin works with consulting firms and contractors in the vast majority of cases. Naturally, we want them to comply with our standards concerning safety and quality, of which we remind them regularly. To this end, we send regular newsletters to contractors and consulting firms about these matters and organised webinars on technical aspects and safety in 2021. They can also consult our digital knowledge base.

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Every year, we present a Quality Award to the consulting firm that most reflects Aquafin’s vision in our projects. The “Minder Hinder” (Less Disruption) award goes to the contractor that has worked in the most neighbourhood-friendly way in the last year. Due to Covid, the 2021 award ceremony had to be postponed to March 2022.

With our sustainability principles in mind, we want to encourage the construction and building materials industry to invest in innovations that lessen the negative impact of our activities and increase their added value. At the beginning of 2022, the first sewage pipes made of circular sulphur concrete were laid in one of our projects. We helped concrete manufacturer De Bonte to develop this product. The greatest advantages of this material for use in sewer works are that a by-product is used to manufacture it and that 50 to 80% less CO2 is emitted than in the production of traditional cement concrete and other alternatives.

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ATTRACTING THE RIGHT TALENT

A

quafin’s future is full of opportunities. But it is the people, our employees, who have to realise all of these ambitions. That is why we continually invest in our talents.

Based on the challenges ahead of us, we have defined what profiles we need, now and in the future. We improve the employability of our employees by offering them the right training, conducting career growth interviews with them and promoting internal mobility.

In 2021, Aquafin renewed 10% of its workforce. This has definitely introduced a breath of fresh air to the company, which can be felt in all disciplines and at all levels. Our heightened focus on innovation and the first results of this certainly play their part here.

“We prioritise insight and potential over qualifications and proven experience when we select candidates.”

Min Huet, manager Talent Development

Aquafin Academy We prefer to recruit new talent based on potential rather than experience. In our own ‘Academy’, we familiarise them with the specific technical subject-matter that is not taught in any school. Newcomers to a leadership role attend their own ‘Academy’ where they familiarise themselves with the leadership style at Aquafin.

That is one of trust, responsibility, connection and inspiration.

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Filled vacancies

Type of filled vacancies

44

110

n INTERNAL MOVEMENT n NEW HIRES

23

46

56

10

n LINE MANAGEMENT n TECHNICAL EMPLOYEES n PROJECT MANAGERS n OTHER

3.92 AVERAGE TRAINING DAYS PER FTE (FULL TIME EQUIVALENT)

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Our strategy

T

he quality of surface water, changing weather patterns, scarcity of natural resources and reliability of the sewer infrastructure… The challenges in the water industry are enormous. Thanks to our decades of experience and the confidence of the Flemish Region, municipal customers and the many partners with which we work, Aquafin has managed to position itself as an expert in the field of stormwater and waste water management. With seven strategic priorities, we are now building solutions that make us resilient while also offering added value for society. Since our sustainability principles are embedded in these priorities, they are constantly at the top of the agenda.

Coordination of Flemish waste water infrastructure We play a broad, coordinating role in the development and optimisation of the waste water infrastructure in Flanders.

Optimal operational functioning We continually optimise our operational functioning, primarily in terms of safety, environmental impact and cost-efficiency.

Innovation We dedicate our people’s expertise and our assets fully to innovation which leads to socially relevant and cost-effective services and products.

Differentiation of products and services We study and make the most of our potential as a supplier of energy, heat, water, nutrients and other water-related products and services.

At one with our environment We use our impact on the environment as a lever for the creation of a pleasant neighbourhood with space for nature and water.

The entrance to our company is inviting and accessible.

Modern and inclusive employer We want to lead the way as a modern and inclusive employer.

Digitalisation For us, digitalisation forms the basis for innovation, customer experience, increasing efficiency and optimisation of products and services.

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Sustainability principles Sound company focused on a sustainable future

3 PILLARS FOR ADDED SOCIAL VALUE

T

he ultimate aim of our core business is to create a positive impact on the environment and society. But the way in which we achieve this goal also has to be as sustainable as possible. For this reason, in 2017, Aquafin set out a vision for corporate social responsibility (CSR) based on three pillars. Each pillar covers a number of themes for which we define actions.

“Embedding sustainable thinking and acting

1. Environmental impact • • • • •

Emissions Biodiversity Energy management Sustainable mobility Sustainable procurement

in everything we do is a slow but valuable process.”

Anja De Wit, CSR coordinator

2. Modern and inclusive employer • • • •

Talent management for meaningful and motivating work Strategic and diverse hiring Stimulating HR management Safety at work

In dialogue with our stakeholders The sustainability themes of our CSR vision have so far been viewed from an internal angle. In 2021, we embarked on a programme of intensive dialogue with our stakeholders about the themes on which Aquafin should focus. Based on the results of this programme, we will update our CSR vision and then set measurable targets and KPIs for all themes.

3. Harmony with our environment • • • •

Less disruption and safe building sites Blue/green connections Innovation Community involvement

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Highlights of 2021 Green gas from sludge goes into the grid In the summer of 2021, we built an installation that upgrades biogas generated by sludge digestion to pure biomethane at our Antwerpen-Zuid WWTP. Following purification with activated carbon, the methane and CO2 components are separated, leaving a green gas of the same quality as natural gas. On average, we inject 60 Nm³ of biomethane into the natural gas grid per hour on the site. The project pays for itself through the sale of the gas molecule and green gas certificates.

We use some of these to run our CNG company cars on bio-CNG. > From biogas to biomethane

Blue/green wins prizes For the second year in a row, in 2021, together with a municipality, we won the Vlario Innovation Prize for a project centred around climate adaptation through room for water and green spaces. Together with the Overijse municipality, Aquafin developed a vision for a ‘climate-proof Marnix district’ incorporating solutions to flooding in an alternative approach to existing mobility in the district. The introduction of a local-traffic and one-way system, creates opportunities for depaving and buffering of rainwater.

Meanwhile, vulnerable road-users benefit from close-knit, green connections within the district.

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100 colleagues stand up for the Vesdre river

New customer experience with Rosi Via our asset management service, we offer municipalities optimal management of their sewer systems, based on risks and criticality. In 2021, we developed a new digital platform called ROSI (Return On Sewage Investment) that adds a dynamic customer experience to our service.

Here, municipalities will find full details of the condition of their sewers, planned inspections and renovations, associated budgets etc., all transparently presented. > www.rosi.be

The dramatic images of the floods in Wallonia and parts of Flanders in July 2021 also inspired solidarity at Aquafin.

The Management Committee decided that anyone who wanted to could spend one working day helping to clear up an affected location as a volunteer.

And 100 colleagues did so. Most of them joined in with the initiative of River Cleanup, an organisation dedicated to clean rivers. For months, clean-up actions took place beside and in the Vesdre river.

Aquafin employees joined hundreds of other volunteers to collect tonnes of plastic and other waste out of a love of clean watercourses.

High demand for stormwater and drought plans Aquafin has offered stormwater plans as part of its service to towns, cities and municipalities for ten years now.

The need for an area-wide view of how best to deal with stormwater has only grown over time. In the last few years, besides dealing with recurrent floods, solutions for water scarcity have also been incorporated into the tool.

The Blue Deal, the Flemish plan for tackling drought, has reinforced this widening of scope. From 2024, Flemish subsidies for water-related projects will be linked to the municipality’s stormwater and drought plan.

As a result, demand for these plans is rising significantly. In 2021, Aquafin completed nine of them and we are launching 12 new ones.

This year, we expect to be able to complete another 30.

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Financial report

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General information

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HISTORY

A

quafin was established by the Flemish Region in 1990 in order to implement the EU Urban Waste Water Directive. Since the treatment of waste water in Belgium is a regional matter, Aquafin is responsible for the development, management and funding of the regional sewage treatment infrastructure. The company was established under the Law of 26 March 1971 on the protection of surface waters against pollution (Wet op de bescherming van de oppervlaktewateren tegen verontreiniging), which was converted into the Decree on Integrated Water Policy of 18 July 2003, coordinated on 15 June 2018.

SUPERVISION The Flemish Environment Agency (VMM) supervises Aquafin’s activities through two departments. The Financial Regulator provides advice on investment expenditure and budgets. The Ecological Regulator audits Aquafin’s operating results and checks these results against the applicable treatment standards.

FINANCE AND INVOICING On the one hand, the Flemish Region funds projects for implementation by Aquafin under the Optimisation Programme. Following delivery by the contractor, Aquafin submits the project to the Financial Regulator from the Flemish Environment Agency for delivery to the Flemish Region. Delivery to the Flemish Region means that the costs incurred are approved and Aquafin has a contractual right to their repayment, spread over the next 10, 15 (electromechanics) or 30 years (construction engineering). On the other hand, Aquafin draws up the asset management programme itself, based on LCP analyses (lifecycle plans).

In the coming years, the proportion of replacement investments (asset management) will rise, so that the proportion repaid over 15 years will gradually increase.

The water companies are obliged by decree to treat the water they supply. They enter into an agreement for this with Aquafin, which assumes the task of treatment for them.

Aquafin invoices the water companies for the investment costs over the specified term, along with the company’s operating costs. The water companies pay part of Aquafin’s invoices via a grant from the MINA fund, funded by general tax revenue. They pass on the remainder, currently around 70% of the total bill, to drinking water consumers according to the principle of “the polluter pays”.

In this formula, the budget for operating costs, excluding financing costs, under the Management Agreement is related to factors including the pollution load treated, the assets managed, the flows handled and the investment budgets. A series of fixed packages are added to this. The budget calculated is a total operating budget for Aquafin, based on what is known as the performance budget formula. This gives Aquafin the freedom to focus on the areas it considers important and to allocate the performance budget internally according to these areas.

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A cumulative annual efficiency gain is assigned to several packages from the performance budget each year. The size of the efficiency gain aimed for is defined in the course of the Budget Consultations with the Flemish Region and has amounted to 1.5% every year since implementation.

The Flemish Region is a co-debtor in the invoice flow between Aquafin and the water companies. The turnover invoiced is spread between the various Flemish water companies, based on an allocation formula annually updated by Aquaflanders and approved by the Flemish Environment Agency. As Aquafin’s investment expenditure is repaid spread over a period of time, the company has to raise financing for this. Long-term financing for a project is only possible once it has been delivered to the Flemish Region, because only then is the company sure of repayment spread over time. These long-term investments therefore involve no construction risk for the financiers. Aquafin covers funding during the projects’ construction phase with commercial paper, lines of credit and general corporate purpose financing.

MANAGEMENT AGREEMENT AND ALLOCATION AGREEMENT Aquafin’s tasks are set out in a Management Agreement entered into between the company and the Flemish Region. This is a 20-year rolling agreement which specifies that, besides developing, managing and operating the treatment infrastructure, Aquafin is also responsible for financing this.

An allocation agreement exists between the Flemish Region, Aquafin, the European Investment Bank and Belfius Bank, with Belfius Bank acting as agent. The agreement stipulates that, should Aquafin find itself in financial difficulties, the water companies will no longer have to pay Aquafin for the treatment of the drinking water supplied by them, but Belfius Bank. As the agent for the allocation agreement, Belfius Bank will then pass on the sums to the financiers on the (interim) maturity dates of the financing agreements.

According to the allocation agreement, the outstanding credit balance Aquafin has with the water companies must always be greater than the debt under the allocation agreement (the allocation ratio). The statutory auditor checks this ratio after each disbursement of financing under the agreement and confirms this to Belfius Bank. In turn, this bank communicates this allocation ratio to the financiers. It is also important for them to know that, according to the allocation agreement, any changes to the Management Agreement with a financial impact must first be submitted to them for approval.

In order to participate in the allocation agreement, the financier first signs an agency agreement with Aquafin and Belfius Bank.

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Report of the Board of Directors BALANCE SHEET AND INCOME STATEMENT BALANCE SHEET (IN THOUSANDS OF EUROS)

ASSETS

Codes

31-12-2021

31-12-2020

FIXED ASSETS

20/28

3,434,319

3,419,229

Tangible assets

3,415,776

22/27

3,430,752

Land and buildings

22

237,645

236,825

Plant, machinery and equipment

23

2,860,090

2,848,107

Furniture and vehicles

24

859

977

Other tangible assets

26

22

89

Assets under construction and advance payments

27

332,135

329,777

Financial fixed assets Affiliated enterprises Participating interests Other financial fixed assets Shares Amounts receivable and cash guarantees CURRENT ASSETS Stocks and contracts in progress Contracts in progress

3,567

3,454

3,482

3,370

280

3,482

3,370

284/8

85

84

284

81

81

285/8

3

2

29/58

281,764

267,556

3

167,356

185,311

37

167,356

185,311

40/41

50,656

23,367

Trade debtors

40

42,093

15,653

Other amounts receivable

41

8,563

7,715

50/53

1

122

51/53

1

122

Cash

54/58

14,514

13,252

Deferred charges and accrued income

490/1

49,237

45,503

20/58

3,716,083

3,686,786

Amounts receivable within one year

Short-term investments Other investments

TOTAL ASSETS

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BALANCE SHEET (IN THOUSANDS OF EUROS)

LIABILITIES EQUITY Capital

Codes

31-12-2021

31-12-2020

10/15

1,137,553

1,142,751

10

298,400

298,400

100

298,400

298,400

Revaluation surplus

12

1,780

0

Reserves

13

29,347

29,014

Legal reserve

130

15,847

15,514

Available reserve

133

13,500

13,500

Profit carried forward

14

4,079

2,263

Investment grants

15

803,948

813,073

16

5,906

5,673

160/5

5,906

5,673

Issued capital

PROVISIONS AND DEFERRED TAXES Provisions for liabilities and charges Pensions and similar obligations Other liabilities and charges AMOUNTS PAYABLE Amounts payable after more than one year Financial debts Credit institutions Other amounts payable

160

272

489

163/5

5,635

5,184

17/49

2,572,623

2,538,362

17

2,047,997

1,915,096

170/4

2,047,736

1,914,871

173

2,047,736

1,914,871

178/9

261

225

42/48

502,908

615,000

Current portion of amounts payable after more than one year

42

159,968

118,761

Financial debts

43

85,815

214,718

430/8

85,815

214,718

44

73,866

79,950

440/4

73,866

79,950

Advances received on contracts in progress

46

162,608

177,681

Taxes, remuneration and social security

45

16,144

14,655

Taxes

450/3

5,112

4,630

Remuneration and social security

454/9

11,032

10,025

Other amounts payable

47/48

4,507

9,234

Accrued charges and deferred income

492/3

21,718

8,266

10/49

3,716,083

3,686,786

Amounts payable within one year

Credit institutions Trade debts Suppliers

TOTAL LIABILITIES

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INCOME STATEMENT (IN THOUSANDS OF EUROS)

Operating income Turnover

Codes

31-12-2021

31-12-2020

70/74

583,273

566,087

70

594,814

584,892

71

-17,955

-28,986

Increase or decrease in stocks of finished goods, work and contracts in progress Other operating income Operating charges Raw materials, consumables and goods for resale

74

6,414

10,181

60/64

512,764

482,621

60

115,727

100,659

600/8

115,727

100,659

Services and other goods

61

104,331

101,703

Remuneration, social security costs and pensions

62

89,963

86,063

630

193,708

188,022

appropriations (write-backs)

631/4

107

-34

Provisions for risks and charges - appropriations (uses and write-backs)

635/7

233

1,178

Other operating charges

640/8

8,695

5,030

9901

70,509

83,467

75

36,638

33,901

Income from financial fixed assets

750

33

0

Income from current assets

751

36,602

33,871

Purchases

Depreciation and other amounts written off formation expenses, intangible and tangible fixed assets Amounts written down stocks, contracts in progress and trade debtors -

Operating profit Financial income

Other financial income Financial charges Debt charges Other financial charges Profit on ordinary activities before taxes Extraordinary income Non-recurring financial income Profit for the period before tax Income taxes Taxes Profit for the period PROFIT FOR THE PERIOD AVAILABLE FOR APPROPRIATION

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752/9

3

30

65

96,987

100,107

650

58,891

64,933

652/9

38,095

35,174

9902

10,160

17,260

76

112

128

76

112

128

9903

10,272

17,389

67/77

3,617

5,290

670/3

3,617

5,290

9904

6,655

12,099

9905

6,655

12,099

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STATUTORY AUDITOR’S REPORT Statutory auditor’s report to the general meeting of Aquafin NV for the year ended 31 December 2021 The Financial Statements can be found via the Central Balance Sheet Office of the National Bank of Belgium.

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Main risks and uncertainties DELIVERIES In 2021, Aquafin delivered 77 supra-municipal investment projects with a total contract value of 138.5 million euros and a total project value of 165.2 million euros. For return-related reasons, the delivery of several projects (11.7 million euros) was postponed. The return on the projects is too small as yet because of a delay in the connection of (municipal) projects. However, the supra-municipal projects are complete and ready. Aquafin is following the schedule for municipal investment projects and has made provision for these projects where necessary.

Main events during the financial year IMPACT OF COVID-19 ON OPERATING RESULTS In 2020, there was a slight impact on operating results due to the temporary shutdown of sites.

These were restarted relatively quickly and cooperation with partners continued in 2021.

This had no material impact on operating results in 2021.

SIGNING OF SECOND TRANCHE OF ELEVENTH EIB LOAN In 2019, Aquafin and European Investment Bank (EIB) signed an eleventh loan agreement representing a framework agreement worth a total of 200 million euros. After signing a first tranche of 100 million euros in 2019, the two parties also signed the second loan of 100 million euros in March 2021.

RENEWAL OF LOCAL PACT Towns, cities and municipalities can claim subsidies from the Flemish government for the (re)laying of their sewer systems. Since 2008, the Flemish Region has taken over additional investments from local authorities via the Local Pact. Under this arrangement, by the end of 2021, the Region had invested 1.3 billion euros via Aquafin in sewerage projects required for the EU Water Framework Directive.

At the end of December 2021, the Flemish Government decided to renew the Local Pact for a further five-year period with an investment mandate of 700 million euros.

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FLEMISH SUPPORT FOR DIGITALISATION The Vlaamse Veerkracht (Flemish Resilience) recovery plan was launched in 2020 to strengthen Flemish prosperity and the well-being of the Flemish people. Good water quality and quantity are crucial ecological and social factors that have an impact on Flanders’ resilience. In view of this, the Flemish Government is making 11 million euros available to Aquafin under the recovery plan for the conversion of waste water and stormwater infrastructure into a smart grid with real-time measurements, high-quality open data and connection of assets. A further 9 million euros are released under the recovery plan for the development of forward-looking Asset Management for Flanders.

These funds will be used for the development of a digital platform which is essential for the implementation of the investment and maintenance strategy for the assets.

LONG-TERM RATING FOLLOWS FLEMISH REGION ASSESSMENT In 2021, rating agency Moody’s downgraded Flanders’ credit rating from a score of Aa2 – negative outlook to a score Aa3 – stable outlook. The downgrading of the region was the result of a higher debt ratio during the coronavirus crisis. The downgrade also had an impact on the assessment of Aquafin, which tracks the rating of the Flemish Region in view of the strong connections. The short-term rating remains at P-1.

NEW CORPORATE GOVERNANCE STATEMENT The new Belgian Companies and Associations Code which came into effect in 2020 contains a number of important changes for companies. It offers the possibility to opt for a single or two-tier governance model. Aquafin has amended its articles of association in accordance with the new code and opted for single-tier governance. Accordingly, the management team is responsible for the day-to-day management of the company.

The 2009 Corporate Governance Code was also revised. The 2020 Code is in line with the new Companies and Associations Code and places the primary emphasis on value creation.

As a result, Aquafin adapted its Corporate Governance Charter, which was approved by the Board of Directors on 22 January 2021.

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Main events after the financial year EN ROUTE TO A NEW COOPERATION AGREEMENT BETWEEN THE FLEMISH REGION AND AQUAFIN On 11 February 2022, the Flemish Government approved the draft decree updating Aquafin’s tasks in principle. This decision marks a milestone en route to a new cooperation agreement. The current Management Agreement between Aquafin and the Flemish Region dates from the ‘90s and is not adapted to the issues arising from the coalition agreement. A new cooperation agreement is being written in consultation with Aquafin.

The main principles of this new cooperation agreement, also enshrined in the decree, are: • Retention of the strong points of the existing Management Agreement: • Continuity in how Aquafin is remunerated and obtains funding.

• Retention of the rolling term.

• Aquafin determines the investment programme autonomously within the boundaries set by the Government.

• The strong administrative follow-up of projects is to be phased out and replaced by result-oriented goals based on key performance indicators.

• A self-monitoring system is to be set up whereby the Flemish Environment Agency oversees correct operation.

The allocation agreement dating from 1994 will also be updated to reflect the adaptation of the cooperation agreement and the current reality. The established procedures regarding investors will be followed prior to this.

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Auditing of the company

Branch offices

In 2020, Ernst & Young was appointed as statutory auditor by the General Meeting – based on nomination by the Board of Directors – for a period of three years, specifically for the 2020, 2021 and 2022 financial years.

There are no branch offices.

The fees paid to the statutory auditor for the statutory audit of the financial statements of the company amount to 47,000 euros (excluding VAT, excluding the usual charges) and are index-linked annually.

In 2021, the services of the statutory auditor were requested in connection with the audit of our EMIR reporting – required by the FSMA. A fee of 3,500 euros (excluding VAT) was paid for these services.

A number of special tasks were also assigned to the statutory auditor or persons with whom he collaborates. The total fees for this amounted to 104,000 euros (excluding VAT).

Shareholder structure and cross-shareholdings Participatiemaatschappij Vlaanderen (PMV) holds all the Aquafin shares. There are no cross-shareholdings.

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Notes to the balance sheet TANGIBLE ASSETS The cumulative investment per category is shown below at book value:

IN THOUSANDS OF EUROS

TANGIBLE ASSETS

Supra-municipal infrastructure Water treatment infrastructure Flemish Environment Agency assets purchased Hydronaut studies Investments in head office and operations Projects not yet delivered, including land Municipal infrastructure

As stipulated in the Management Agreement, Aquafin collects domestic waste water in Flanders in collectors and transports it to treatment plants. Firstly, Aquafin develops the necessary supra-municipal infrastructure: collector sewers for waste water, pumping stations and waste water treatment plants. Secondly, Aquafin carries out the projects assigned by the Flemish Region under the Local Pact with the municipalities. These local pact projects follow the same procedures as the supra-municipal projects.

The increase in tangible assets is due to a net growth of investments in the water treatment infrastructure, carried out on the instructions of the Flemish Region. Water treatment infrastructure includes the aforementioned collector sewers for waste water, pumping stations and waste water treatment plants.

This relates to all investment projects already delivered from the first delivery in 1992 to the end of the last financial year.

Aquafin delivered 195.9 million euros’ worth of new projects in 2021. This year, 167 million euros’ worth of depreciation was also recorded and 2.7 million euros were invested in land.

In 1994, under the Management Agreement, Aquafin acquired the right to use plants built in the period preceding Aquafin’s establishment and owned by the Flemish Environment Agency.

In subsequent years, these plants were not only operated by Aquafin, but also extended and renovated.

2021

3,412,131 2,770,721 255,705 26,348 18,392 340,965 18,621 3,430,752

2020

3,394,675 2,739,103 271,652 26,315 15,105 342,500 21,101 3,415,776

Since the management of the same assets by both Aquafin and the Flemish Environment Agency is inefficient, the Flemish Government decided – on Aquafin’s recommendation – to allow Aquafin to buy out the plants and associated land. These purchases took place from 2010 onwards and are recognised under tangible assets as Flemish Environment Agency assets purchased. In 2021, €15 million in depreciation was recorded on Flemish Environment Agency assets. In addition, part of the sites of Beersel and Antwerpen-Zuid WWTPs was sold, further reducing the fixed assets to €0.9 million.

Hydronaut studies are studies that are carried out in order to ensure the correct design of the related supra-municipal investment project and are consequently capitalised. These studies are also carried out in relation to the management of existing infrastructure. In 2021, €3,372k were invested on the one hand and €3,339k depreciated, on the other.

Investments in head office relate to investments in hardware, software, laboratory equipment, furniture, materials and equipment required for the functioning of the head office.

Investments in Operations are similar investments not intended for a specific plant, but for operating activities as a whole.

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In connection with the redevelopment of the Campus, the depreciation of the residual value of the Dijkstraat 10 and Ingberthoeveweg buildings was accelerated. For Dijkstraat 8, the reusable part was estimated and the difference between the residual book value and the estimated residual value written off.

In 2021, this led to an extra €0.7 being depreciated in addition to the normal amount of €0.4 million. The residual value of Dijkstraat 8 was estimated at €2.3 million and was transferred to assets under construction until full delivery of the new building in 2022. The Dijkstraat 10 and Ingberthoeveweg buildings were removed from the fixed assets for the sum of €9.7 million. The land in Dijkstraat and Ingberthoeveweg was revalued, resulting in a revaluation surplus of 1.8 million euros. At the end of 2021, assets under construction for the Campus amounted to 4.3 million euros.

In 2021, a further 1.5 million euros were invested in hardware and software, 2.7 million euros in materials and equipment and 0.2 million euros in fitting out and renovating existing buildings. €0.7 million worth of furniture from Dijkstraat was disposed of and removed from the fixed assets. This had no financial impact as it was fully depreciated. A further 3.8 million in depreciation was recorded.

Projects not yet delivered, including land comprises all costs incurred for supra-municipal projects in progress. This includes projects in the design phase, projects for which tendering has taken place or projects already awarded.

The costs incurred are mostly recorded under accounting category 27 – assets under construction and advance payments – but also partly under accounting category 22 – land and buildings – for the land element. Assets under construction are not depreciated.

Projects not yet delivered in category 27 decreased slightly by 0,6% in 2021 to 328 million euros. There was a structural increase of 15.16% in the asset management budget, in line with the obsolescence of assets. There was a decrease of 3.6% in calls for tenders for development projects. This was due to frequent requests from contractors in 2021, following approval, not to start work or to start later as a result of Covid-19. This reduces the number of works in progress and thus also the number of purchase invoices. In 2021, 1.9 million worth of energy fund projects were delivered and 4.9 million euros’ worth of new purchases were processed.

Under the contracts with the municipalities, Aquafin may assume responsibility for transport services. Under these contracts, Aquafin provides the necessary investment and the company offers the municipality or intermunicipal cooperative society the opportunity to transport waste water via these sewers for the duration of the contract (15 years). Investments made in this context are shown under municipal infrastructure. The decrease in 2021 is due to 2.5 million euros of depreciation recorded on municipal infrastructure.

IN THOUSANDS OF EUROS

PROJECTS NOT YET DELIVERED

Projects not yet delivered in category 27 Development and other projects Asset Management Energy fund Projects not yet delivered in category 22

48

Annual Report BE GAAP 2021

2021

327,822 282,677 40,558 4,587 13,143 340,965

2020

329,767 292,954 35,220 1,593 12,733 342,500

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FINANCIAL FIXED ASSETS The financial fixed assets mainly consist of Aquafin’s majority stake in Aquaplus. The valuation in Aquafin’s books is adjusted annually based on Aquaplus’ equity. The shares held by Aquafin in Synductis and Riopact are included in Other participating interests.

STOCKS AND CONTRACTS IN PROGRESS Apart from the tasks under the Management Agreement, which make up 90% of our activities, towns, cities and municipalities can outsource sewerage tasks to Aquafin, which has developed a specific offer for this purpose. They can either enter into a concession arrangement directly with Aquafin or use Aquafin’s services indirectly via one of the partnerships which Aquafin has formed with water-link or De Watergroep.

Works in this context which have been started but not yet completed are included under contracts in progress.

In 2020, the internal procedures for recognition on the income statement were revised so that a relatively larger proportion of projects were delivered. In 2021, we saw this trend continue, leading to a further decrease in contracts in progress.

Since the completed contract valuation method has been used since the 2018 financial year, contracts in progress are recognised at the cost of self-produced assets only.

AMOUNTS RECEIVABLE WITHIN ONE YEAR Amounts receivable within one year comprise trade debtors and other receivables.

The balance for Trade debtors is determined by the timing of invoicing of our customers and the time of payment by our customers. As at the end of 2021, trade receivables increased from 15.6 million euros to 42 million euros, including 15 million euros in outstanding receivables and 11.2 million for invoices to be issued.

Of this, 10.7 million euros relate to the final settlement of accounts for the 2021 remuneration model and a number of other budgets (e.g. financing costs) settled at actual cost with the drinking water companies. High energy costs in particular mean that Aquafin will send an additional invoice for 2021.

Other amounts receivable comprises recoverable VAT, recoverable taxes and reclassification of social debt. These increased slightly from 7.7 million euros to 8.5 million euros.

In 2021, 122 projects were delivered, so that the contracts in progress item decreased to 167 million euros.

IN THOUSANDS OF EUROS

FINANCIAL FIXED ASSETS

Participating interest in Aquaplus Other participating interests Guarantees

2021

2020

3,482 82 3 3,567

3,370 82 2 3,454

2021

2020

IN THOUSANDS OF EUROS

STOCKS AND CONTRACTS IN PROGRESS

Riopact (partnership with De Watergroep) Rio-link (partnership with water-link) Direct contracts with municipalities

53,720 69,157 44,479 167,356

66,317 76,146 42,848 185,311

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SHORT-TERM INVESTMENTS AND CASH In view of the low interest rates, cash is mainly kept in the savings account. The amount of cash is kept as low as possible to avoid incurring negative interest.

DEFERRED CHARGES AND ACCRUED INCOME Under the contracts with the municipalities, Aquafin assumes responsibility for transport services, for which a payment system can be designed at the request of the municipalities. The municipal projects item reflects the positive difference between depreciation on municipal projects and the repayment part of the underlying loans invoiced to the municipalities. This balances out charges and income in the interim.

The item purchases of Flemish Environment Agency assets with equity covers the component of the receivable arising from assets acquired by Aquafin from the Flemish Environment Agency since 2010 (for more information, see under tangible assets).

Aquafin finances these purchases partially with external funds and partially with equity. Purchases using equity are not invoiced to the water companies, but will be invoiced all at once should the Management Agreement - entered into on a rolling basis for 20 years - come to an end. The resulting receivable is increased annually by 1/20th of the acquisition price of the assets and recorded under accrued income.

Aquafin uses interest rate hedging instruments to hedge the interest rate risk on certain loans, in line with the policy approvead by the Board of Directors. In order to enable the results of the hedging to be measured, a benchmark is set for each hedging strategy. Where the interest charges for the benchmark are lower than the total of the interest charges for the underlying loan and the fixing of the associated hedging instruments, this difference is recorded as a financial charge. Since the interest rate is fixed six months before the payment date, so that the deviation from the benchmark is also known and recorded, pro-rata entry takes place at the time of arrangement under accrued interest - management of interest rate risk. The financial charges, which represent the difference between the interest charges for the loan and the benchmark and are recorded in the result as an interest correction for the management of the interest rate risk, are also recorded on a pro rata basis under deferred charges and accrued income.

Accrued revenue includes the 2021 profit under a partnership for municipal sewerage activities between Aquafin and De Watergroep.

Negative interest charges to be transferred relate to the interest applying to issues of commercial paper. Due to Aquafin’s good rating and the negative short-term interest rates, these issues are placed at negative interest rates. As this is still debt with associated financing costs rather than an investment with associated financing revenues, these interest charges are deducted from the financing costs.

Costs to be transferred are costs incurred by Aquafin in 2021 but relating wholly or in part to 2022. These mainly relate to maintenance contracts, licence fees or prepaid rent or interest.

IN THOUSANDS OF EUROS

DEFERRED CHARGES AND ACCRUED INCOME

Municipal projects Purchases of Flemish Environment Agency assets with equity Accrued interest - management of interest rate risk Accrued revenue Negative interest charges to be transferred Other costs to be transferred

50

Annual Report BE GAAP 2021

2021

1,643 33,677 10,758 808 101 2,250 49,237

2020

1,710 30,559 10,795 711 -360 2,088 45,503

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EQUITY

INVESTMENT GRANTS

Aquafin’s capital currently stands at 298 million euros. The capital consists of 1,001,613 shares, which are unlisted, and is fully paid-up.

In 1992, Aquafin received a notice from the Belgian Accounting Standards Board granting permission to interpret the investment grants item differently from the usual interpretation. This item reflects the difference between the repayment and depreciation periods for delivered supra-municipal projects. Since the rate of repayment for these projects does not always correspond exactly to the rate of depreciation, a mismatch arises between charges and related income.

Following the revaluation of Dijkstraat and Ingberthoeveweg, a revaluation surplus of 1.8 million euros was recorded (see also Tangible assets).

The reserves consist of the legal reserve and the available reserves.

The legal reserve is topped-up annually until it reaches a level equal to 10% of the capital. In accordance with Article 7:211 of the Companies Code, 5% of the after-tax profit is added to the reserve annually.

If the General Meeting accepts the proposed appropriation of profits for the 2021 financial year, the legal reserve will be increased by 333 thousand euros to 15,847 thousand euros and the remaining profit of 1.8 million euros added to profit carried forward.

The land acquired by Aquafin is not depreciated and is repaid immediately.

We note that all items have increased apart from construction engineering and electromechanics. Up to 2008, construction engineering was invoiced over 15 years and depreciated at 33 years.

As of 2009, the construction engineering category is invoiced over 30 years and the repayment term for the outstanding amounts adjusted, halving the annual invoice amount. This means that in time more and more projects will be invoiced in full and only depreciated so that the amount reduces.

The difference between the repayment and depreciation periods is broken down as follows:

IN THOUSANDS OF EUROS

DIFFERENCE BETWEEN REPAYMENT AND DEPRECIATION PERIODS

Land Construction engineering Electromechanics Easements Flemish Environment Agency assets Other

2021

99,337 599,723 32,739 10,630 48,571 12,948 803,948

2020

96,652 618,773 33,346 10,444 43,002 10,856 813,073

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PROVISIONS FOR LIABILITIES AND CHARGES The main changes in the provisions for liabilities and charges can be broken down into those for bridging pensions, legal disputes, sludge buffers and those relating to supra-municipal project costs.

Provision for bridging pensions has decreased by 217 thousand euros. This is partly because fewer employees qualify for this scheme due to stricter government regulations, and partly because the gap between SWT (bridging pension) and actual pension narrows each year for those who remain eligible for this.

Provision is made for legal disputes based on a reasonable estimate of the claim where it is probable that Aquafin may lose the case.

As at 31 December 2021, the provision for legal disputes amounted to 232 thousand euros for 81 disputes. In 2021, we recorded 24 new cases and 29 files could be closed.

The provision for supra-municipal project costs (4,725 thousand euros) relates firstly to risks for works in progress and projects that cannot be delivered due to delayed/postponed execution of municipal projects because they would generate an insufficient return as yet (4,166 thousand euros). Secondly, provisions are made in relation to the deduction of project costs recorded after delivery, known as subsequent costs (559 thousand euros).

AMOUNTS PAYABLE AFTER MORE THAN ONE YEAR, INCLUDING THE CURRENT PORTION An additional sum of 195 million euros was allocated in 2021 to finance our supra-municipal investment expenditure, whose repayment by the water companies is spread. The resulting allocation ratio, in which the remaining claims against the water companies are set against financial debt under the allocation agreement, stands at 1.21 (must always be greater than one) at the end of the current financial year.

For our day-to-day business operations, Aquafin relies firstly on medium-term finance so as to limit interest rate movements, and secondly on short-term loans so as to be able to respond to fluctuations in work in progress for investment projects.

The amount of these general purpose borrowings rose by nearly 100 million euros following the taking out of a bilateral loan for 100 million euros. This is set against the phasing-out of short-term debt paper (see Financial debts payable within one year).

At the request of the municipalities, a payment system can be designed with regard to our municipal activities. No new long-term finance was taken up in this respect in 2021.

As advised by the accounting standards, every year, provision is made for the processing costs of the sludge in the buffers.

These are the provisions for sludge buffers.

IN THOUSANDS OF EUROS

PROVISIONS FOR LIABILITIES AND CHARGES

Bridging pensions Legal disputes Insurance claims Severance payments Supra-municipal project costs Sludge buffers

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Annual Report BE GAAP 2021

2021

2020

272 232 0 567 4,725 110 5,906

489 363 6 346 4,359 110 5,673

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IN THOUSANDS OF EUROS

AMOUNTS PAYABLE AFTER MORE THAN ONE YEAR

Bank borrowings – under allocation Bank borrowings - general purpose Long-term commercial paper Purchase of building at Dijkstraat 8 - Aartselaar Other loans Bank borrowings - municipal activities

2020

new loans

repayments

2021

1,710,338 300,423 70,000 5,423 225,000 22,871 2,033,632

195,000 100,000 0 0 100,000 0 295,000

- 117,915 - 456 0 - 456 0 - 2,557 -120,928

1,787,423 399,967 70,000 4,967 325,000 20,314 2,207,704

2021

2020

IN THOUSANDS OF EUROS

FINANCIAL DEBTS PAYABLE WITHIN ONE YEAR

Commercial paper

69,000

Credit lines Fixings - management of interest rate risk

198,000

2,005

1,783

14,810

14,935

85,815

214,718

IN THOUSANDS OF EUROS

TRADE DEBTS

2021

Supplier debts Invoices to be received Credit notes to be prepared - water companies current financial year Other

FINANCIAL DEBTS PAYABLE WITHIN ONE YEAR The short-term financing was used primarily to fund work in progress before delivery. Within the commercial paper programme worth 500 million euros, of which 430 million euros are available for short-term finance, 69 million euros were taken up as at 31 December 2021. This reduction in finance taken up is due to the taking out of the aforementioned loan for 100 million euros, maturing in 2022, 2023 and 2024.

As at 31 December 2021, under the existing credit lines worth 485 million euros – including the syndicated loan – as at 31 December 2021, a straight loan for 2 million euros was in place to finance municipal work in progress.

38,700 30,068 2,692 2,406 73,866

2020

37,261 33,297 7,055 2,337 79,950

For the purpose of the management of the interest rate risk, fixing always takes place six months before the payment date.

During this period, the balance of debts and receivables resulting from these fixings is recorded as a short-term financial debt.

TRADE DEBTS There is no significant change in supplier debts year on year.

Estimates of goods and services already supplied but not yet billed are also included under this heading as invoices to be received.

For investment projects, for example, almost 11.3 million euros’ worth of certificates of practical completion have already been received, but were not yet billed at year-end.

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The difference of 3.2 million euros between the two financial years is mainly due to the fact that the provision for certificates of practical completion decreased by 7 million and the provisions for electricity and sludge increased by 2.5 million and 1.1 million euros respectively.

TAXES, REMUNERATION AND SOCIAL SECURITY

The item credit notes to be prepared - water companies reflects the difference between the budget estimates for operating costs – estimates on which the advance invoices to the water companies are based – and Aquafin’s final invoice, based on services actually performed. In 2021, the final settlement of accounts for the remuneration model resulted in a further credit note for 4.2 million euros. However, in 2022, Aquafin will send another invoice for 10.7 million euros to the drinking water companies (see Trade receivables). The balance of 2.7 million euros comprises a reserve of 2.5 million euros set up by Aquafin to carry out the restructurings of the interest rate management programme. This is the maximum permitted amount.

Since sufficient payments on account have been made, Aquafin expects to recover the amount of corporate tax payable for the 2021 financial year and part for the 2020 and 2019 financial years as well.

The other item includes firstly a reclassification between assets and liabilities of customers with a credit balance and suppliers with a balance owing to Aquafin (890 thousand euros).

Secondly, this includes provision for credit notes to be prepared for the Flemish Region and De Watergroep among others regarding the settlement of profits within the Undisclosed Partnership (1.5 million euros).

ADVANCES RECEIVED ON CONTRACTS IN PROGRESS Rebilling for services provided by Aquafin for municipal customers which are not yet completed is included under the heading of advances received on contracts in progress and evolves along the same lines as contracts in progress.

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Annual Report BE GAAP 2021

Outstanding liabilities with respect to taxes relate to payable corporate tax, regional, provincial and municipal taxes and levies.

The item Taxes, remuneration and social security increased by 14.6 million euros to 16.1 million euros. Regional, provincial and municipal taxes and levies increased by 0.5 million euros.

The provision for holiday allowance, group insurance and luncheon vouchers increased by 1 million euros, in line with the growth of the workforce.

OTHER AMOUNTS PAYABLE The dividends payable are recognised here.

If the General Meeting approves the proposed appropriation of profits, a gross dividend of 4,507 thousand euros will be paid to PMV on 19 April 2022.

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ACCRUED CHARGES AND DEFERRED INCOME IN THOUSANDS OF EUROS

ACCRUED CHARGES AND DEFERRED INCOME

Accrued interest on loans Accrued interest - management of interest rate risk Other accrued charges

Accrued interest on loans includes interest on both short and long-term finance which is allocated to the relevant financial year on a pro rata basis at the time of arrangement. These are stable compared with 2020.

Transactions relating to the hedging of interest rate risks for the future period are also recorded under accrued charges and deferred income. Aquafin uses hedging instruments in particular to hedge the interest rate risk on certain loans. In order to enable the results of the hedging to be measured, a benchmark is set for each hedging strategy. If the interest charges for the benchmark are higher than the total of the interest charges for the underlying loan and the fixing of the associated hedging instruments, this difference is recorded in a revenue account. Since the interest rate is fixed six months before the payment date, so that the deviation from the benchmark is known and recorded, pro-rata entry takes place at the time of arrangement via accrued interest management of interest rate risk.

2021

6,663 1,079 13,976 21,718

2020

6,894 1,120 252 8,266

Other accrued charges includes firstly revenue to be carried forward including 52 thousand euros of revenue relating to future maintenance of IWTPs and 323 thousand euros of subsidies received for current research projects. Since 2021, this item also includes 12 million euros of budgets for Flanders already received but not yet allocated for the rollout of the digitalisation programme and 1.5 million euros for performing the role of Asset Manager for Flanders. In future, this income will be recorded as turnover in proportion to the related costs.

Secondly, the other accrued charges item includes several bank charges such as the commitment fee payable and negative interest CP receivable.

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Notes to the income statement The Management Agreement with the Flemish Region stipulates that Aquafin’s remuneration is based on the rebilling of all reasonable costs, plus remuneration for the shareholder(s) based on the contribution to the company’s equity. This means that charges and income broadly mirror one another.

On 20 October 2017, the Flemish Government approved the calibrated remuneration model, whereby Aquafin’s budget for operating costs for activities falling under the Management Agreement was made dependent on a series of packages, the assets and the pollution load treated, known as the performance budget, where the result of the outcome of the formula is considered reasonable. This performance budget actually covers all operating costs excluding financing costs.

The difference between the result according to the performance based budget formula on the one hand and the actual charges recorded for this financial year on the other has a negative impact of 2,962 thousand euros on the accounting result as at 31 December 2021.

TURNOVER Aquafin realises the majority of its turnover from supra-municipal activities under the Management Agreement with the Flemish Region. Article 43 of the Management Agreement stipulates that Aquafin is entitled to remuneration from the Flemish Region.

Within this remuneration, a distinction can be made between payments relating to construction activities (investment costs) and payments relating to services (operating costs), which, in view of the constantly growing activities, evolve along the same lines.

Payments for investment costs concern repayment for the sewage treatment infrastructure delivered. The repayment terms for this infrastructure take the expected life of the underlying assets into account.

Payments for operating costs concern invoicing for the budget set by the performance budget formula. The change in operating costs is due to the rise in the output parameters and indices for the remuneration model. This budget has increased due to an increase in activities: including the future delivery volume, the increase in assets and the pollution load treated. Rising energy costs are another important factor here.

The remuneration for equity – the equity remuneration – is designed, with due regard for the risks taken, to ensure a minimum acceptable return for the shareholder(s).

Turnover also includes the rebilling of charges made for the cleanup of cross-regional waste water by the Brussels Region, via the Brussels Water Authority.

IN THOUSANDS OF EUROS

TURNOVER

Supra-municipal activities Rebilling - investment costs Rebilling - operating costs Rebilling - interest charges Remuneration - equity Contracts - Brussels Water Authority Correction to invoicing of investment costs after depreciation Municipal activities Other

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Annual Report BE GAAP 2021

2021

468,588 171,936 211,720 60,349 14,913 9,670 10,986 114,247 993 594,814

2020

447,714 166,236 191,255 66,221 14,471 9,531 10,462 125,740 976 584,892

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Due to a timing difference between the depreciation and rebilling of supra-municipal investments – as explained under the investment grants item – a correction is made to the result in order to bring the depreciation into line with the related turnover.

Services rendered by Aquafin to the towns, cities and municipalities not covered by the Management Agreement resulted in a turnover of almost 114,2 million euros for 2021.

CHANGE IN STOCKS OF FINISHED GOODS, WORK AND CONTRACTS IN PROGRESS This item reflects the change in the item stocks and contracts in progress on the asset side of the balance sheet, current period versus previous period.

In 2021, similarly to previous years, an exemption was obtained from income tax deducted at source concerning research and development for the 2020 financial year. The sum of 2,332 thousand euros was recovered or 0.4 million euros more than for the 2019 financial year.

Other operating income also includes primarily recovery of costs that cannot be treated as part of normal sales. Examples of this include rebilling to third parties of costs of incidents, income from green power certificates, recovery of costs relating to research projects, etc.

RAW MATERIALS, CONSUMABLES AND GOODS FOR RESALE The main items under this heading are broken down below.

Under the completed contract valuation method, a project is recognised on the income statement when the project is fully completed.

OTHER OPERATING INCOME Other operating income decreased by 3.7 million euros year on year due to the negative result on the performance budget.

The increase of almost 15% compared with 2020 is mainly the result of high electricity prices in 2021. Compared with 2020, electricity costs rose by 11.6 million euros or 40%. On the other hand, electricity consumption at high-voltage WWTPs decreased by 2% compared with 2020. Electricity costs for High-voltage WWTPs account for around 75% of our total electricity costs.

IN THOUSANDS OF EUROS

STOCKS AND CONTRACTS IN PROGRESS

Capitalised personnel costs Capitalised other costs

Balance Sheet

Impact on result

2021

2020

23,253 144,103 167,356

20,481 164,830 185,311

mutatie

2,772 -20,727 -17,955

IN THOUSANDS OF EUROS

RAW MATERIALS, CONSUMABLES AND GOODS FOR RESALE

Electricity costs for operating activities Costs of removal of sludge, sand and screenings Operation by the Brussels Region Mechanical, electrical and architectural maintenance Chemicals for water and sludge treatment Other

2021

40,625 27,693 9,670 12,378 10,963 14,398 115,727

2020

29,024 25,754 9,531 12,318 10,217 13,815 100,659

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The increase in sludge, sand and screenings and chemicals is due to an exceptionally wet year. This led to more sand and screenings being deposited. Higher pollution load and quantities of sludge combined with price rises led to an increase in costs.

SERVICES AND OTHER GOODS This item comprises costs relating to the maintenance of buildings, office and ICT costs, car fleet costs, fees, training costs, etc.

These increased by 1.5 million euros year on year.

This item also includes costs relating to municipal activities such as consultancy and contracting costs. Compared with 2020, these rose by 1.1 million euros.

Following the decline in municipal projects in 2020 due to Covid-19, we now see tentative signs of recovery.

The impact of the municipal activities described above has a limited impact on results. This is because these activities are neutralised via contracts in progress on the balance sheet and are not recognised on the income statement until the project or service is fully complete.

REMUNERATION, SOCIAL SECURITY COSTS AND PENSIONS The increase in personnel costs reflects the growing workforce.

This increase is in line with the growth of the infrastructure operated and developed by Aquafin, at both municipal and supramunicipal level.

DEPRECIATION AND OTHER AMOUNTS WRITTEN OFF ON FORMATION EXPENSES, INTANGIBLE AND TANGIBLE FIXED ASSETS The constant growth in assets also explains the continuous increase in depreciation.

In connection with the redevelopment of the Campus, the depreciation of the Dijkstraat 10 and Ingberthoeveweg buildings was accelerated, fully and partially respectively (see also tangible assets). In 2021, this led to an extra €0.7 being depreciated in addition to the regular depreciation of €0.4 million. In addition, 280 thousand euros less was depreciated on compensation payments for land.

IN THOUSANDS OF EUROS

REMUNERATION, SOCIAL SECURITY COSTS AND PENSIONS

Salaries and direct social benefits Employer’s social insurance contributions Employer's premiums for non-statutory insurance Other personnel costs

2021

64,919 17,468 5,612 1,964 89,963

2020

61,893 16,221 5,314 2,635 86,063

IN THOUSANDS OF EUROS

DEPRECIATION AND OTHER AMOUNTS WRITTEN OFF ON FORMATION EXPENSES, INTANGIBLE AND TANGIBLE FIXED ASSETS

Buildings Plant, machinery & equipment Furniture and vehicles Other

58

Annual Report BE GAAP 2021

2021

1,808 191,248 585 67 193,708

2020

1,411 185,758 763 90 188,022

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Under the heading of plant, machinery and equipment, there was primarily an increase of 6.3 million euros in construction engineering and asset management projects as a result of the constantly growing assets. A decrease in depreciation of 1.3 million euros was recorded for municipal infrastructure, due to the accelerated write-down of two municipal projects last year.

Depreciation on the majority of the assets has no impact on the result since this can be rebilled to the drinking water companies – over a period of time.

OTHER OPERATING CHARGES This heading mainly covers direct taxation and taxes levied on Aquafin’s installations. This mainly comprises property tax and regional, provincial, municipal and environmental taxes.

Other operating charges also include the deficit on the performance budget.

FINANCIAL CHARGES AND INCOME AMOUNTS WRITTEN DOWN ON STOCKS, CONTRACTS IN PROGRESS AND TRADE DEBTORS – PROVISIONS FOR LIABILITIES AND CHARGES The table below shows the connection with changes to the related balance sheet accounts. The main changes are explained above in the notes to the balance sheet items.

A number of our industrial customers went into liquidation or ceased trading in 2021. As a result, the related balance sheet positions were written off and industry receivables decreased by 174 thousand euros to 37 thousand euros. There is no impact on the result since full provision had already been made for these outstanding receivables in the past.

This heading covers charges on short and long-term financing and charges and income relating to active interest rate management.

The current favourable short and long-term market interest rates are having a significant impact on debt charges. Aquafin can optimise financial charges by active management of the interest rate risk.

NON-RECURRING FINANCIAL INCOME This comprises the recovery of part of the reduction in value recorded in the past for the participation in Aquaplus, following Aquaplus’ positive result in 2021.

Provisions for liabilities and charges have already been discussed in relation to the balance sheet positions concerned.

IN THOUSANDS OF EUROS

AMOUNTS WRITTEN DOWN ON STOCKS, CONTRACTS IN PROGRESS AND TRADE DEBTORS

Receivables - Management Agreement Receivables - municipal activities Receivables - industry

PROVISIONS FOR LIABILITIES AND CHARGES

Bridging pensions Legal disputes Insurance claims Severance payments Sludge buffers Supra-municipal project costs

Balance Sheet 2021 2020

374 8 37 418

267 8 174 449

2021

2020

272 233 0 566 110 4,725 5,906

489 363 6 346 110 4,359 5,673

Impact on result change

107 0 0 107 change

-217 -130 -6 220 0 366 233

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60

Annual Report BE GAAP 2021

About Aquafin I Financial report I Extra information I Corporate Governance

INCOME TAXES Income tax amounts to 3.6 million euros.

Specifically 4.2 million tax owed for the 2021 financial year and an adjustment of 0.6 million euros for previous financial years.

Proposal to the General Meeting Taking into account the profit after taxes, the profit available for appropriation amounts to 6,655,486.75 euros: • • • •

transfer to the legal reserve: transfer to the other reserve: dividends: profit carried forward:

332,774.34 euros 0 euros 4,507,258.50 euros 1,815,453.91 euros

If the General Meeting approves the proposed appropriation of profits, a gross dividend of 4.5 euros per share will be paid to PMV on 19 April 2022.

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Extra information

62

Annual Report BE GAAP 2021

About Aquafin I Financial report I Extra information I Corporate Governance

Hedge accounting In view of the level of Aquafin’s long-term debt, in 2006, the Board of Directors agreed to manage the interest rate risk actively. The framework stipulates that the interest rate risk associated with borrowings may be hedged as follows: a) Long-term debt (initial maturity of more than 10 years) • a maximum of 10% of the long-term debt may have an unlimited floating rate; • a maximum of 35% of the long-term debt may be floating, but with interest costs being limited (via caps).

• a minimum of 65% of the long-term debt must have a fixed rate. b) Medium-term debt (initial maturity of 1-10 years) • a maximum of 50% may be hedged c) Short-term debt • not hedged d) Budgeted long-term debt • 50% may be hedged (maximum 5 years forward) Each hedging transaction is fully documented on arrangement and linked to a (budgeted) underlying loan.

The table below shows the distribution of the outstanding debt for long and mediumterm loans based on the type of rate, hedged or otherwise.

IN THOUSANDS OF EUROS

DISTRIBUTION OF THE OUTSTANDING DEBT

Fixed rate Floating rate (hedged with caps and floors) Floating rate

2021

1,918,121 108,750 180,833 2,207,704

2020

1,859,048 114,583 60,000 2,033,631

Several hedging contracts were restructured during 2021. Since this only concerns payer swaps, this has virtually no impact on the distribution based on the type of rate for the loans.

The increase in the volume of loans with a floating rate is linked to the taking out of a medium-term loan for 100 million euros.

The market value of the instruments used to hedge the interest rate risk amounted to -295 million euros at 31 December 2021 and was therefore 112 million euros less negative than a year ago. This is mainly due to a rise in long-term rates.

Cash flows relating to interest rate hedging instruments form part of the interest cost in accordance with the provisions of the Management Agreement.

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Pension liabilities

Cash flows

There are two types of pension plans within the company.

The cash flow table shows significant changes in operating activities.

Employees joining before 1 January 2007 have a defined benefit plan. Employees joining after 1 January 2007 have a defined contribution plan.

These ‘life and death in service plans’ are managed by AG Insurance nv. They are underwritten in the form of a group insurance scheme managed for each individual member.

Every employee with a temporary or permanent contract is signed up for the ‘survival’ and ‘death’ cover immediately upon joining the company.

For the current population of employees, the upper age limit of the plan is 65 years (the first day of the month following the 65th birthday). If a member remains in the employer’s service after the specified end date, this is postponed for successive periods of one year.

All of the contributions are at the expense of the employer.

No problem of underfunding arises for the group insurance.

For both plans, the balance of the financing fund is considerably larger than the shortfall on the contract for active members and ‘sleepers’ (former employees who have left the amount of their supplementary pension in the plan).

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In general, it can be stated that the net operating and investment cash flow decreased by 9.6 million euros due to frequent requests from contractors, in 2021, following approval, not to start work or to start later as a result of Covid-19. This reduces the number of works in progress and thus also the number of purchase invoices.

The decrease in revenue from customers is due partly to an increase in outstanding receivables of 15.6 million euros in 2022 and exceptionally low outstanding receivables at the end of 2021.

In 2021, long-term finance totalling 295 million euros was taken up (including refinancing). This is set against repayments amounting to 121 million euros. On balance this gives an increase in long-term finance of 174 million euros. On the other hand, short-term debt decreased by 128.9 million euros. This amount can be divided into 129 million euros less outstanding commercial paper, a higher volume of straight loans amounting to 222 thousand euros and 125 thousand euros less debt for fixings of interest rate hedging contracts.

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IN THOUSANDS OF EUROS

CASH FLOW TABLE

31-12-2021

31-12-2020

-234,837 -206,905 -88,957 549,635 -3,135 15,801

-203,916 -247,438 -85,797 568,550 -5,929 25,469

-96,987 36,638 45,169 0 -9,234 9,754 -14,660 1,141 13,374 14,515

-100,107 33,901 5,362 50,000 -8,994 -5,221 -25,060 410 12,964 13,374

OPERATING & INVESTING ACTIVITIES

Payments to suppliers Investments Payments to employees Revenue from customers Corporate tax paid Net operating & investment cash flow FINANCING ACTIVITIES

Interest paid Interest revenue New disbursements & repayment of debt Revenue from capital increase Dividends paid Other investment transactions (net) Net financing cash flow Net total cash flow Short-term investments and cash at the start of the period Short-term investments and cash at the end of the period

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Green Finance Framework report on 31/12/2021 In April 2020, Aquafin published a new Green Finance Framework. In this way, we offer investors structured information about the ecological impact of our projects. The Green Finance Framework is available to view at www.aquafin.be. The annual reporting can also be found on the website, but is also contained in this section of the annual report.

IN THOUSANDS OF EUROS

ASSETS 21/28 Fixed assets 22/27 Property, Plant and Equipment 22 Land and buildings 23 Plant, machinery and equipment 23 VMM assets 23 Hydronaut 23 Invest. in HQ & Operations 23 WWTI - delivered 23 Municipal 24 Furniture and vehicles 25 Leasing and other similar rights 26 Other tangible assets 27 Assets under construction and advance payments 28 Financial fixed assets 280/1 Affiliated enterprises 284/8 Other financial fixed assets 29/58 Current assets 3 Stocks and contracts in progress 31 Contracts in progress 40/41 Amounts receivable within one year 40 Trade debtors 41 Other amounts receivable 50/53 Short-term investments 50 Other investments 54/58 Cash 55 Cash 490/1 Accruals and deferrals 490/1 Accrued charges and deferred income Total green assets Total non-green assets Total assets

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Green Green Non-Green Non-Green Green Green Non-Green Non-Green Non-Green Green Non-Green Non-Green Non-Green Non-Green Non-Green Non-Green Non-Green Non-Green Non-Green Non-Green

31-12-2021

31-12-2020

3,434,319 3,430,752 237,645 2,860,090 145,219 26,348 9,161 2,660,756 18,606 859 0 22 332,135 3,567 3,482 85 281,764 167,356 167,356 50,656 42,093 8,563 1 1 14,514 14,514 49,237 49,237 3,394,362 321,721 3,716,083

3,419,229 3,415,776 236,825 2,848,107 160,222 26,315 8,471 2,632,008 21,091 977 0 89 329,777 3,454 3,370 84 267,556 185,311 185,311 23,367 15,653 7,715 122 122 13,252 13,252 45,503 45,503 3,379,923 306,862 3,686,786

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IN THOUSANDS OF EUROS

GREEN BUFFER 31/12/2021 321,721 655,917

3,716,083

3,394,362 2,738,445

Total assets

Excluded assets

Green assets

Existing green liabilities

Green buffer

IMPACT Metric

Explanation

31-12-2021

31-12-2020

Metric 1 Metric 2

Annual amount of waste water treated to appropriate standards (m³/year) 868.2 million m³ Annual volume of sludge treated (dewatered, digested without biogas extraction) 114,046 tonnes of dry matter Annual amount of digested sludge with biogas recovery 55,023 tonnes of dry matter Percentage of Flemish households connected to a waste water treatment plant1 86.04% Energy: 5.1 Total yearly energy consumption - In MWh 217,427 MWh - In kWh / m³ of treated waste water 0.25 kWh/m³ 5.2 Total yearly production of renewable energy - Biogas used in sludge dryers 2,829,588 Nm³ - Production of green electricity from biogas 10,272 MWh - Production of green electricity from solar panels and wind turbines 5,915 MWh - Production of biomethane from biogas 756 MWh - Production of sludge pellets as a renewable energy source 33,820 tonnes Technical performance of the WWTPs 6.1 Effluent: removal of nitrogen (min. 75%) 81.22% 6.2 Effluent: removal of phosphorus (min. 75%) 84.24% 6.3 Percentage of WWTPs compliant with Flemish and European norms 96.28%

741.2 million m³ 106,138 tonnes of dry matter 52,137 tonnes of dry matter 85.45%

Metric 3 Metric 4 Metric 5

Metric 6

212,291 MWh 0.29 kWh/m³ 1,638,200 Nm³ 10,534 MWh 4,837 MWh 0 33,623 tonnes 83.80% 85.30% 99.07%

1 Source: VMM

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Corporate governance statement CORPORATE GOVERNANCE AT AQUAFIN

A

quafin’s Corporate Governance Charter defines the rules and principles based on which corporate governance is organised within the company. In line with the Belgian Corporate Governance Code originally published in 2004, the Board of Directors approved the first charter on 26 January 2006. Following the publication of the Belgian Corporate Governance Code in 2009 and general developments in the area of corporate governance, the charter has since been reviewed several times and adapted in line with the changes occurring, where necessary.

By resolution of the Extraordinary General Meeting of 8 December 2020, the company’s articles of association were brought into line with the requirements of the new Companies and Associations Code. The new Belgian Corporate Governance Code also came into force in 2020. The Board of Directors has revised the charter to bring it into line with the Belgian Corporate Governance Code 2020 and the new Companies and Associations Code. The Board of Directors approved this new charter on 22 January 2021.

The latest version of the charter is available at www.aquafin.be/en/corporate-governance-statement.

The latest composition of the Board of Directors can also be found on the website.

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NOTES ON DEVIATIONS FROM THE CODE Aquafin applies the provisions of the Belgian Corporate Governance Code. The provisions of the code are deviated from in certain cases, according to the specific requirements and characteristics of the company. Further details of the provisions of the Code with which the company does not comply are given below.

• 5.6 The term of the mandate should not exceed four years Aquafin complies with the provisions of the articles of association, which stipulate that a mandate may be for a maximum of six years and is renewable.

• 7.6 Non-executive board members should receive part of their remuneration in the form of shares.

In view of Aquafin’s special situation in which all shares are held via Participatiemaatschappij Vlaanderen by the Flemish Region, this rule is not followed.

• 7.9 The Board of Directors should set a minimum threshold of shares to be held by members of the executive management.

In view of the exception in point 7.6, this rule does not apply.

• 8.7 The Board of Directors should debate whether it would be appropriate for the company to enter into a relationship agreement with the significant or controlling shareholders.

In view of the exception in point 7.6, this rule does not apply.

• 8.8 and 8.9 Institutional investors.

In view of the exception in point 7.6, this rule does not apply.

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KEY FEATURES OF THE COMPANY’S INTERNAL CONTROLS AND RISK MANAGEMENT SYSTEMS IN RELATION TO FINANCIAL REPORTING The Board of Directors is responsible for approving and evaluating the existing systems of internal control and risk management.

Internal control environment The Audit Committee plays a key role in the operation of the internal control system and in particular the financial reporting process. The tasks of the Audit Committee include: • overseeing the integrity of the financial information; • evaluating the systems for internal control and risk management set up to ensure that the main risks (including the risks relating to conformity with existing legislation and regulations) are suitably identified, managed, and reported; • monitoring the activities of internal audit and the effectiveness and performance of the audit function; • monitoring the statutory audit of the annual accounts, including follow-up of recommendations made by the statutory auditor.

• monitoring the accounting team responsible for recording income and expenses in the accounts and preparing the reports • monitoring the controlling team responsible for reviewing and declaring fluctuations (both timewise and with respect to the budget) • monitoring the Finance management team, together with the accounting team, responsible for the final review of the financial information and the preparation and presentation of the financial statements.

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RISK MANAGEMENT The management team is also aware of the importance of the good operation of the internal control system and risk management. Risk-related matters are a permanent item on the agenda and discussed at the weekly meetings.

A range of control measures are implemented in all departments as part of risk management. These control measures comprise policies, procedures, specified signing authorities, segregation of duties, built-in early warning indicators, management reporting, actual/budget comparison and so on.

New or amended legislation is noted and communicated. At the same time, the necessary steps are taken to comply with it.

Processes and procedures are updated if necessary.

Since 2015 the company has held ISO 55001 certification. Inherent in this standard is management based on risks and opportunities.

In this context, the risk matrix is an objective tool.

Critical performance indicators are defined, which are used as a measurement tool but also as a reporting system.

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COMPOSITION AND FUNCTIONING OF THE MANAGEMENT BODIES AND COMMITTEES Board of Directors

• Functioning

The company has adopted a single-tier structure, in which the company is governed by the Board of Directors. The Board of Directors is the company’s highest decision-making body and is authorised to perform all actions required or necessary to achieve the company’s objects, with the exception of those actions that are reserved for the General Meeting, by law or by the articles of association.

• Composition The composition of the Board of Directors remained unchanged in 2021.

Aquafin’s board of directors comprises ten members appointed by the General Meeting. All members are non-executive directors. Nine directors are independent based on the criteria of Article 7:87(1) of the new Companies and Associations Code and provision 3.5 of the Belgian Corporate Governance Code 2020. The Board of Directors therefore complies with provision 3.4 of the Corporate Governance Code 2020, which states that at least three board members should be independent.

The Board of Directors is assisted by the corporate projects director, as a temporary replacement for the head of legal, who acts as secretary.

Name

Alain Bernard Marleen Evenepoel Koen Helsen Renaat De Sutter Jozef Wittouck Dirk Lybaert Jochen Bultinck Katrien Desomer Katrijn Faket Nathalie Heremans

As well as exercising the powers defined in the charter, the Board of Directors once again paid close attention to the subjects of safety and well-being during the last financial year.

During each meeting, the directors were informed of occupational accidents which had occurred in the period under review. Work continued towards setting up a long-term safety programme with the ultimate goal of zero occupational accidents. A new, stricter matrix for wearing Personal Protective Equipment was implemented and communication begun with a selection of main contractors regarding VCA/permits to work/rules around Personal Protective Equipment and basic instructions.

The various long-term, annual and permanent objectives were also reviewed in order to realise Aquafin’s vision within the context of the corporate values and the policy around corporate social responsibility.

The impact of the Flemish Coalition Agreement with the new coordinating role for Aquafin with respect to the sewer operators and municipalities was discussed further. It emerged from the negotiations around the new cooperation with the Flemish Environment Agency that the decree (the Water Code) needs to be amended. This will take place in 2022.

Type of directorship/Independent/ (Non-)executive

End of term of office

Board of directors - attendence Number of meetings

Non-independent, non-executive Independent, non-executive Independent, non-executive Independent, non-executive Independent, non-executive Independent, non-executive Independent, non-executive Independent, non-executive Independent, non-executive Independent, non-executive

2024 2024 2024 2024 2024 2024 2024 2024 2024 2024

Jochen Bultinck Katrien Desomer Renaat De Sutter Katrijn Faket Koen Helsen Alain Bernard Dirk Lybaert Jozef Wittouck Marleen Evenepoel Nathalie Heremans

5 5 5 5 5 5 5 5 5 5

Percentage

100% 100% 100% 80% 100% 80% 100% 100% 80% 80%

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The text of the new cooperation agreement is being finalised and will also come into effect in 2022.

The implementation of Aquafin’s long-term strategy for sludge treatment was also covered with plans for a full review of disposal by 2026. The Board of Directors had approved a strategy before focusing on recovery of raw materials and energy, which is also in keeping with the company’s energy policy: reducing the CO2 footprint through annual energy saving, phasing out and eventually ceasing the use of fossil fuels and producing (more) green energy. On 1 October, Aquafin’s first biomethane installation started up at the AntwerpenZuid WWTP. Substantial investments in Aquafin’s digital capacity are necessary to ensure continuity and facilitate further digitalisation. These investments should enable Aquafin to record further efficiency gains in the coming years and ensure continuity. With the support of the Board of Directors, the finance aspect has been finalised and Aquafin has begun to implement the digital roadmap.

In the meantime, the Minister has instructed the Flemish Environment Agency – in consultation with the various actors – to work out a long-term vision for the water industry.

This matter will obviously be followed closely.

• Conflicts of interest No conflicts of interest were reported in 2021.

Audit Committee • Composition Chairman

Jochen Bultinck Katrien Desomer Katrijn Faket Koen Helsen Nathalie Heremans

The committee has a balanced composition as a whole and possesses the necessary independence, competencies, knowledge and experience to perform its tasks effectively.

• Functioning The main function of the Audit Committee is to assist the Board of Directors in the exercise of its mission of control, in the broadest sense. The tasks relate in particular to supervision of financial reporting, internal controls and risk management, the internal audit process and the external audit process. The Audit Committee is the main link between the Board of Directors, the internal auditor and the statutory auditor.

The Chairman of the Audit Committee reports systematically on the activities of the Audit Committee at the next meeting of the Board of Directors. The annual report on the activities of the Audit Committee was presented to the Board of Directors.

During the 2021 financial year, the Audit Committee also focused on the following matters in particular: • the financial reporting was discussed in depth at all meetings. At the March and September meetings respectively, the 2020 financial statements and the 2021 interim results were discussed, in the presence of the independent auditor.

• preparation of the 2022 budget for presentation to the Board of Directors • evolution and results of management of interest rate risk, in particular the credit risk for Aquafin with regard to counterparties • the approval of the internal audit plan and monitoring of the KPIs relating to the functioning of internal audit and followup by the management of the recommendations made by internal audit • the revision of the Internal Audit Charter

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• discussion of the management letter from the independent auditor and supervision of the policy for non-audit services • the results of the assessment of the committee’s functioning • the security of the ICT systems with regard to cybersecurity.

• Number of meetings and attendance record The Audit Committee met four times in 2021. Four of the five directors took part in all meetings, one director was absent from two meetings. This represents average attendance of 90%.

The independent auditor, the General Manager, the Finance & Procurement director and the internal auditor attended all or part of the meetings.

Number of meetings

Jochen Bultinck Katrien Desomer Katrijn Faket Koen Helsen Nathalie Heremans

4 4 4 4 4

• Functioning The Appointments and Remuneration Committee met twice during the past financial year. One director was absent from one meeting. All directors attended the other meetings.

This represents average attendance of 90%.

During the meetings in the past financial year, the objectives of the Management Committee for 2020 were reviewed. The committee then decided on the objectives for 2021. Besides the overall remuneration for 2021, the remuneration of the Management Committee was also discussed.

In line with Aquafin’s vision, strategy and values, the committee endorsed the Aquafin Future Proof Skillset. The aim of this process is to attract the right colleagues for the future.

Percentage

100% 100% 100% 100% 50%

Number of meetings

Renaat De Sutter Alain Bernard Dirk Lybaert Jozef Wittouck Marleen Evenepoel

Percentage

2 2 2 2 2

100% 100% 100% 100% 50%

Appointments and Remuneration Committee The main task of the Appointments and Remuneration Committee is to assist the Board of Directors to define the outline of the Company’s remuneration policy. It also contributes to the objective and professional functioning of the process for appointing and re-appointing directors and the annual evaluation of the performance of the management team.

• Composition Chairman

Marleen Evenepoel Renaat De Sutter Dirk Lybaert Jozef Wittouck

Key elements of the evaluation process of the Board of Directors, the committees and the individual directors The members of the Board of Directors evaluate the size, composition and functioning of this body on a regular basis, at least every three years. The current composition is evaluated in terms of the desired composition. The relationship and interaction with the management team are also reviewed.

The following elements are discussed during the evaluation process for the Audit Committee: internal regulations, composition and appointments, meetings, training of members and resources available for this, the integrity reporting procedure and relations with the Board of Directors. The Audit Committee evaluates its effectiveness and efficiency at least once every three years. As part of this evaluation, an individual questionnaire shall be issued to the members of the Audit Committee. The results of these questionnaires shall be discussed during a meeting of the Audit Committee and submitted to the Board of Directors.

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The Appointments and Remuneration Committee evaluates its own effectiveness and efficiency at least once every three years.

For the purpose of this self-evaluation, an individual questionnaire is sent to each member of the committee. The results are discussed at a meeting of the committee and submitted to the Board of Directors.

The Appointments and Remuneration Committee also contributes to the objective and professional functioning of the process for appointing and re-appointing directors and the annual evaluation of the performance of the management team.

Managementteam • Composition Following the adaptation of the articles of association to bring them into line with the new Companies and Associations Code, the Board of Directors has established an executive body, the management team. The management team consists of the General Manager, who leads the management team, and all other directors of the Company at a given time.

The composition of the management team on 31/12/2021:

Diversity policy Aquafin aims for diversity in the Board of Directors and the management team. We interpret this more broadly than age, gender and cultural background, and also view diversity in terms of education, insights, experience and professional competencies.

Aquafin believes that diversity of perspectives within the management bodies contributes to the constructive puttingforward of views for discussion. It provides a broad range of perspectives, new ideas and critical considerations which are necessary to support the decision-making process effectively.

The Board of Directors ensures that each appointment or reappointment enables a suitable balance of competencies, knowledge, experience and diversity to be maintained in the board and the committees. As far as gender diversity is concerned, the Board of Directors aims to ensure balanced participation in the Board of Directors. The Board of Directors currently consists of ten members, four of them women.

Remuneration Report • Non-executive directors Aquafin applies the following remuneration model for directors:

General Manager Asset Management Finance & Procurement Process innovation Project management Business Development & Innovation Operations HR & Organisational development Corporate projects

Jan Goossens Bart Van Eygen Glenn Van Olmen Danny Baeten Dirk De Waele Marjolein Weemaes Hans Bruynooghe Sabine Schellens Johan Maes (on an interim basis)

• Functioning The management team exercises the powers relating to day-to-day management, and all transferable powers except for those powers reserved for the Board of Directors according to the statutory provisions, the company’s articles of association and the internal regulations of the Board of Directors.

The management team meets on a weekly basis.

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On the one hand, there is an annual flat fee for attending meetings of the Board of Directors. This flat fee stands at 6,500 euros for directors and 13,000 euros for the chairman.

Payment of the fee is conditional on attending at least two thirds of the total number of meetings, barring force majeure.

In addition, a fee is paid per meeting of the Audit Committee and the Appointments and Remuneration Committee amounting to 380 euros for the chairmen and 320 euros for the members of these committees.

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Jochen Bultinck (V) Katrien Desomer Renaat De Sutter Katrijn Faket Koen Helsen Alain Bernard (V) Dirk Lybaert Jozef Wittouck Marleen Evenepoel (V) Nathalie Heremans Total

Remuneration 01/01/2021 - AV 2021

Remuneration AV 2021 - 31/12/2021

Total remuneration 2021

2,380 2,320 2,320 2,320 2,320 4,320 2,320 2,320 2,380 2,320 25,320

5,640 5,460 4,820 5,460 5,460 9,320 4,820 4,820 4,500 4,820 55,120

8,020 7,780 7,140 7,780 7,780 13,640 7,140 7,140 6,880 7,140 80,440

((C) = Chairman)

• Management team The total gross remuneration paid for 2021 to the members of the management team amounts to: • • • •

basic salary: 1,358,893.91 euros variable part: 227,392 euros pension entitlements: 269,212.71 euros other remuneration components: 182,789.78 euros

The variable remuneration for the 2021 financial year will be added to the group insurance in 2022.

• General Based on the advice of the Appointments and Remuneration Committee, the Board of Directors determines the remuneration policy for the executive management team. The aim of this policy is to attract, retain and motivate knowledgeable people.

The amount of the remuneration shall take into account the individual tasks and responsibilities of the members of the management team.

The performance of the management team is evaluated once a year in the presence of the General Manager.

The appraisal of the General Manager takes place in his absence. The Appointments and Remuneration Committee closely monitors the entire procedure, which is also approved by the Board of Directors. Individual and collective objectives are set each year, based on the regulations. A certain weighting is assigned to each objective within the evaluation in advance.

For 2021, the elements of the evaluation related to organisational, budgetary, economic and environmental aspects and/or results, among other factors. The overall performance of each member of the Managing Committee is also evaluated, in addition to the evaluation based on the objectives set. The period during which this performance is evaluated extends from 1 January 2021 to 31 December 2021 inclusive.

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AQUAFIN NV Colophon Publisher: Jan Goossens, Dijkstraat 8 - 2630 Aartselaar Graphic design: altera Photography: Silke Van Rooy, Nicolas Herbots, Jonathan Ramael, Frederik Beyens, Shutterstock and Aquafin NV The 2021 annual report is also available in Dutch.

Aquafin NV, Dijkstraat 8, B-2630 Aartselaar tel. 03 450 45 11 l whatsapp 0474 56 39 12 e-mail: info@aquafin.be l www.aquafin.be

To develop reliable waste water and stormwater management, tailored to our customers’ requirements, with respect for those around us and the environment.