DELPHI 2013 Annual Report Download - page 44

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parties. While we have environmental reserves of approximately $21 million at December 31, 2013 for the cleanup of
presently-known environmental contamination conditions, it cannot be guaranteed that actual costs will not significantly exceed
these reserves. We also could be named a potentially responsible party at additional sites in the future and the costs associated
with such future sites may be material.
In addition, environmental laws are complex, change frequently and have tended to become more stringent over time.
While we have budgeted for future capital and operating expenditures to maintain compliance with environmental laws, we
cannot assure that environmental laws will not change or become more stringent in the future. Therefore, we cannot assure that
our costs of complying with current and future environmental and health and safety laws, and our liabilities arising from past or
future releases of, or exposure to, hazardous substances will not adversely affect our business, results of operations or financial
condition. For example, adoption of greenhouse gas rules in jurisdictions in which we operate facilities could require
installation of emission controls, acquisition of emission credits, emission reductions, or other measures that could be costly,
and could also impact utility rates and increase the amount we spend annually for energy.
We may identify the need for additional environmental remediation or demolition obligations relating to facility
divestiture, closure and decommissioning activities.
As we sell, close and/or demolish facilities around the world, environmental investigations and assessments will continue
to be performed. We may identify previously unknown environmental conditions or further delineate known conditions that
may require remediation or additional costs related to demolition or decommissioning, such as abatement of asbestos
containing materials or removal of polychlorinated biphenyls or storage tanks. Such costs could exceed our reserves.
We are involved from time to time in legal proceedings and commercial or contractual disputes, which could have an
adverse impact on our profitability and consolidated financial position.
We are involved in legal proceedings and commercial or contractual disputes that, from time to time, are significant.
These are typically claims that arise in the normal course of business including, without limitation, commercial or contractual
disputes, including warranty claims and other disputes with customers and suppliers; intellectual property matters; personal
injury claims; environmental issues; tax matters; and employment matters.
In addition, we conduct significant business operations in Brazil that are subject to the Brazilian federal labor, social
security, environmental, tax and customs laws as well as a variety of state and local laws. While we believe we comply with
such laws, they are complex, subject to varying interpretations, and we are often engaged in litigation with government
agencies regarding the application of these laws to particular circumstances. As of December 31, 2013, the majority of claims
asserted against Delphi in Brazil relate to such litigation. The remaining claims relate to commercial and labor litigation with
private parties in Brazil. As of December 31, 2013, claims totaling approximately $200 million (using December 31, 2013
foreign currency rates) have been asserted against Delphi in Brazil. As of December 31, 2013, we maintained reserves for these
asserted claims of approximately $31 million (using December 31, 2013 foreign currency rates).
While we believe our reserves are adequate, the final amounts required to resolve these matters could differ materially
from our recorded estimates and our results of operations could be materially affected.
For further information regarding our legal matters, see Item 3. Legal Proceedings. No assurance can be given that such
proceedings and claims will not have a material adverse effect on our profitability and consolidated financial position.
Developments or assertions by us or against us relating to intellectual property rights could materially impact our
business.
We own significant intellectual property, including a large number of patents and tradenames, and are involved in
numerous licensing arrangements. Our intellectual property plays an important role in maintaining our competitive position in a
number of the markets we serve. Developments or assertions by or against us relating to intellectual property rights could
negatively impact our business. Significant technological developments by others also could materially and adversely affect our
business and results of operations and financial condition.
There is a significant risk that the IRS will assert that Delphi Automotive LLP and, as a result, Delphi Automotive PLC
should be treated as a domestic corporation for U.S. federal income tax purposes. If we were unsuccessful in
defending against this assertion, this could result in a material impact on our future tax liability.
On May 19, 2011, Delphi Automotive PLC was formed as a Jersey public limited company, and had nominal assets, no
liabilities and had conducted no operations prior to its initial public offering. On November 22, 2011, in conjunction with the
completion of its initial public offering by the selling shareholders, all of the outstanding equity of Delphi Automotive LLP was
exchanged for ordinary shares in Delphi Automotive PLC. As a result, Delphi Automotive LLP became a wholly-owned
subsidiary of Delphi Automotive PLC. Delphi Automotive PLC is a United Kingdom (“U.K.”) resident taxpayer and as such is
not generally subject to U.K. tax on remitted foreign earnings.